Hughes Drilling Ltd - McGrathNicol
Transcript of Hughes Drilling Ltd - McGrathNicol
Hughes Drilling Ltd Australian Gas Drilling Pty Ltd EDMS Metals Pty Ltd Every Day Mine Services Operations Pty Ltd Express Hydraulics (Aust) Pty Ltd G.O.S. Drilling Pty Ltd HD JSW Pty Ltd Hughes Drilling 1 Pty Ltd Hughes Drilling 2 Pty Ltd Hughes Drilling Corporate Pty Ltd Hughes Equipment Hire Pty Ltd Hyd-Elec Australia Pty Ltd JSW Australia Pty Ltd Reichdrill Australia Pty Ltd (Administrators Appointed to all) (Together, “Hughes Group” or the “Companies” or separately, the “Company”) Report to creditors pursuant to Section 439A of the Corporations Act 2001
1 December 2016
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Contents
Executive summary ........................................................................................................................................................................................................ 6 1
Introduction ................................................................................................................................................................................................................... 10 2
Appointment ................................................................................................................................................................................................................. 10 2.1
Purpose of this report .............................................................................................................................................................................................. 10 2.2
Object of this administration ................................................................................................................................................................................ 10 2.3
First meeting ................................................................................................................................................................................................................. 10 2.4
Extension of convening period ............................................................................................................................................................................ 11 2.5
Second meeting ........................................................................................................................................................................................................... 11 2.6
Administrators’ prior involvement ...................................................................................................................................................................... 12 3
Independence ............................................................................................................................................................................................................... 12 3.1
Indemnities and up-front payments.................................................................................................................................................................. 12 3.2
Ongoing assessment ................................................................................................................................................................................................. 12 3.3
Background and statutory information ............................................................................................................................................................ 13 4
Corporate structure .................................................................................................................................................................................................... 13 4.1
Business operations ................................................................................................................................................................................................... 14 4.2
Administrators’ actions to date ............................................................................................................................................................................ 18 5
Books and records ...................................................................................................................................................................................................... 20 6
Historical financial performance and position .............................................................................................................................................. 23 7
Financial performance .............................................................................................................................................................................................. 23 7.1
Financial position ........................................................................................................................................................................................................ 24 7.2
Cash flow ......................................................................................................................................................................................................................... 25 7.3
Financial position based on Report as to Affairs ........................................................................................................................................ 26 8
Sale of business and assets ................................................................................................................................................................................... 27 9
Pre-appointment sale / fund raising process ............................................................................................................................................... 27 9.1
VA recapitalisation/sale process overview ...................................................................................................................................................... 27 9.2
Explanation of the Companies’ failure ............................................................................................................................................................. 28 10
Directors’ reasons for failure ................................................................................................................................................................................. 28 10.1
Administrators’ view .................................................................................................................................................................................................. 28 10.2
Outstanding winding up applications .............................................................................................................................................................. 28 10.3
Offences, insolvent trading and voidable transactions ............................................................................................................................ 29 11
Statutory recovery actions ...................................................................................................................................................................................... 29 11.1
Determining the date of insolvency .................................................................................................................................................................. 30 11.2
Voidable transactions ................................................................................................................................................................................................ 37 11.3
Uncommercial transactions .................................................................................................................................................................................... 37 11.4
Unfair loans and unreasonable director related transactions ............................................................................................................... 38 11.5
Breach of Directors’ duties ..................................................................................................................................................................................... 38 11.6
Options available to Creditors .............................................................................................................................................................................. 39 12
Deed of Company Arrangement ......................................................................................................................................................................... 39 12.1
Administration to end............................................................................................................................................................................................... 39 12.2
The company to be wound up ............................................................................................................................................................................ 39 12.3
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DOCA proposal ............................................................................................................................................................................................................ 40 13
Conditional pre-DOCA restructure: .................................................................................................................................................................... 40 13.1
JSW-HD1 DOCA ........................................................................................................................................................................................................... 40 13.2
HDL DOCA ...................................................................................................................................................................................................................... 45 13.3
Anticipated return to creditors............................................................................................................................................................................. 46 14
Creditor information on remuneration ............................................................................................................................................................ 51 15
Receipts and payments ............................................................................................................................................................................................ 51 16
Committee of inspection ......................................................................................................................................................................................... 51 17
Second Meetings of Creditors .............................................................................................................................................................................. 51 18
Contact ............................................................................................................................................................................................................................. 52 19
Appendices ..................................................................................................................................................................................................................... 53 20
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Report Glossary
Term Expanded
1H First half of the financial year, being 1 July to 31 December
1Q First quarter of the financial year, being 1 July to 30 September
2H Second half of the financial year, being 1 January to 30 June
2Q Second quarter of the financial year, being 1 October to 31 December
3Q Third quarter of the financial year, being 1 January to 31 March
4Q Fourth quarter of the financial year, being 1 April to 30 June
Administrators Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol
Appointment The date the External Administrators were appointed, being 22 September 2016
ARITA Australian Restructuring, Insolvency and Turnaround Association
ASIC Australian Securities and Investment Commission
ASX Australian Securities Exchange
AGD Australia Gas Drilling Pty Ltd, ACN 139 242 890
BV Book value
CEO Andrew Drake, Chief Executive Office
CFO Paul Brenton, Chief Financial Officer
COC Committee of Creditors
COI Committee of Inspection
DIRRI Declaration of Independence, Relevant Relationships and Indemnities
DOCA Deed of Company Arrangement
Hughes Drilling Group or
“the Companies”
AGD, EDMS, EDMSO, EHA, GOS, HDJSW, HDL, HD1, HD2, HDC, HEH, HEA, JSW and REI
EBITDA Earnings before interest, tax, depreciation and amortisation
EDMS EDMS Metals Pty Ltd, ACN 146 399 760
ERV Estimated realisable value
EDMSO Every Day Mine Services Operations Pty Ltd, ACN 003 949 148
EHA Express Hydraulics (Aust) Pty Ltd, ACN 155 845 864
First Meeting of Creditors The first meetings of creditors held on 5 October 2016
FY12 Financial year ending 30 June 2012
FY13 Financial year ending 30 June 2013
FY14 Financial year ending 30 June 2014
FY15 Financial year ending 30 June 2015
FY16 Financial year ending 30 June 2016
GOS G.O.S. Drilling Pty Ltd, ACN 068 520 794
HDJSW HD JSW Pty Ltd, ACN 165 895 072
HDL Hughes Drilling Ltd, ACN 124 279 750
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HD1 Hughes Drilling 1 Pty Ltd, ACN 011 007 702
HD2 Hughes Drilling 2 Pty Ltd, ACN 146 399 902
HDC Hughes Drilling Corporate Pty Ltd, ACN 146 398 718
HEH Hughes Equipment Hire Pty Ltd, ACN 146 398 923
HEA Hyd-Elec Australia Pty Ltd, ACN 151 316 611
JSW JSW Australia Pty Ltd, ACN 125 989 791
IM Information Memorandum
Link Market Services Link Market Services Limited
Creditor Hotline: 1300 853 481
Email: [email protected]
Management HDX’s executive management team, led by the CEO
Opex Operating expenditure
PMSI Purchase Money Security Interest
PPSR Personal Properties Securities Register
RATA Report as to Affairs, Form 507
REI Reichdrill Australia Pty Ltd, ACN 162 841 287
Relation back day The date the External Administrators were appointed, being 22 September 2016
Second Meeting of
Creditors
The convened second meeting of creditors, to be held on 8 December 2016 at 1:00pm
AEST / 11:00am AWST at two locations, being:
Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and
Cliftons Perth, Level 4, Parmelia House, 191 St Georges Terrace, Perth WA 6000
(via video conference to Brisbane)
Secured Creditor or the
Bank
Westpac Banking Corporation (“WBC”)
the Act The Corporations Act 2001
the Current Directors Andrew John Drake, Jeffrey William Branson, Douglas Jon Grewar and Paul Edward Brenton
the Court Federal Court of Australia
the 439A Report or this
Report
Report to creditors prepared by the Administrators, pursuant to Section 439A of the Act
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Executive summary 1
Question
What is Hughes Drilling
Group?
Hughes Drilling Limited is an ASX listed production drilling specialist, with a
number of service contracts in Australia and a manufacturing operation in the
USA.
Hughes Drilling Limited (“HDL”) is the ultimate holding company of the Group,
with eleven wholly owned Australian subsidiaries, two majority owned (96%)
Australian subsidiaries (JSW and Reichdrill Australia) and one US subsidiary.
The Hughes Drilling Group operations comprise:
Contract drilling on the East and West coast of Australia (HD1 and JSW);
Sales & support (EHA, HD2, HEH and HEA);
Rig manufacture & sales (REI); and
Dormant or holding entities (HDJSW, EDMS, EDMSO, GOS and AGD).
What is the purpose of
this report?
The purpose of this report is to provide creditors with details about the
business, property, affairs and financial circumstances of the Hughes Drilling
Group in preparation for the forthcoming second meetings of creditors.
This report also informs creditors about the investigations undertaken by the
Administrators and the Administrators’ opinion about each of the options
available to creditors at the second creditors’ meeting, together with their
opinion as to the course of action the Administrators recommend is in
creditors’ best interests.
What is the status of the
Hughes Drilling Group?
On 22 September 2016, the Hughes Drilling Group were placed into Voluntary
Administration by its Directors, and Partners of McGrathNicol were appointed
Administrators (refer to section 2.1 for full details).
Who controls the Hughes
Drilling Group now?
In an administration, Administrators are empowered by the Act to assume
control of an insolvent company, superseding the powers of the Directors and
Officers, to manage the company’s affairs and deal with its assets in the
interests of its creditors.
What is the ownership
structure of the Hughes
Drilling Group?
The Hughes Drilling Group remains publicly owned but subject to
Administration. Its shares are likely now of no value.
How did the Hughes
Drilling Group business
trade?
The Hughes Drilling Group reported EBITDA in FY14 and FY15 of $14.6 million
and $25.5 million respectively. Its net assets at FY14 and FY15 year-end were
$64.5 million and $74.6 million respectively. The FY16 unaudited management
accounts reported EBITDA of $22.3 million and net assets of $76.8 million.
However, as outlined in our report in sections 7 we have identified material
issues impacting the value of assets recorded in the Companies’ accounts.
Those issues may have resulted in an overstatement of the group’s reported
financial position and financial performance.
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Question
Why do the Directors of
the Hughes Drilling Group
believe it became
insolvent?
The directors have advised in their RATAs that they first became aware that the
Hughes Drilling Group was experiencing financial difficulties when the secured
creditor was not willing to advance additional finance from approximately
August 2016. The directors advise that they then sought alternative sources of
funding, which led to receipt of proposals to recapitalise the Hughes Drilling
Group.
The directors appointed Administrators when it became clear that the
recapitalisation proposals were not capable of being completed.
Why do the
Administrators believe the
Hughes Drilling Group
became insolvent?
The drilling industry is competitive. Activity in the industry is directly related to
mining activity and commodity prices. There was a significant deterioration in
the resource prices from about mid 2011 after an extended resources boom.
Hughes Drilling Group was successful in winning work predominantly as a
result of aggressive tendering. It is clear that the Companies’ financial position
suffered due to the Companies entering into marginal or loss making drilling
contracts.
From 2012, Hughes Group pursued a strategy of growth by acquisition. The
acquisition of JSW and Reichdrill were funded by debt. These businesses were
poorly integrated and the servicing of debt for these acquisitions put further
strain on the Group’s increasingly stretched cash resources.
Deficiencies in the reporting and accounting systems would likely have
presented difficulties for management and staff both in tracking and
attempting to understand the reasons for financial difficulties.
What was the outcome of
the sale process?
On Appointment, we immediately sought to identify whether there was interest
in either recapitalising or acquiring the business. We contacted numerous
parties we considered might have interest in investing in the businesses.
The process was conducted in three stages:
Non-Binding Offers (“NBO”): we provided interested parties with access to
data room information to enable them to submit NBO’s by
12 October 2016;
Due Diligence: we selected 6 parties to undertake further detailed due
diligence on the Hughes Drilling Group, undertake site visits, and be
provided access to detailed operational, legal and financial data.
Final Due Diligence: upon confirmation of NBO’s by 11 November 2016,
we selected the offer that, if completed, would result in the best return to
creditors, being a joint proposal from consortium comprising turnaround
fund manager Allegro and NRW, to advance their bid on an exclusive
basis. This process has culminated in the DOCA proposal detailed in this
report.
A consortium comprising turnaround fund manager Allegro and mining
contractor NRW Holdings Limited (“the “DOCA Proponent”) have proposed a
transaction which recapitalises JSW and HD1 via a Deed of Company
Arrangement (“the JSW/HD1 DOCA”) and to place HDL into a holding DOCA
(“the HDL DOCA”) while a sale of the listed entity is pursued.
There is no DOCA proposed for the remaining entities within the group and
creditors should vote for those entities to be placed into liquidation.
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Question
What are the terms of the
DOCAs that have been
proposed?
The proposed JSW/HD1 DOCA includes the following features:
Subject to approval by the creditors some employees, assets and inventory
in non-DOCA entities will be transferred to JSW and HD1;
All shares in JSW and HD1 will be transferred to the DOCA Proponent;
Consideration of $20 million cash will be paid into the DOCA as the Deed
Fund;
The DOCA will extinguish the majority of claims against JSW and HD1;
The majority of employees of JSW and HD1 will continue their
employment with all employee entitlements preserved;
A creditor’s trust will be established and the Deed Fund will be paid into
the creditor’s trust;
Claims of creditors will be extinguished against JSW and HD1, and become
claims against the trust;
The Trustee will distribute the funds in the following order:
Administrator, Deed Administrator and Trustees fees, costs, expenses
and liabilities;
Employee creditors;
Secured creditors; and
Unsecured creditors (no payment expected).
The Trustee will realise any remaining assets, and distribute the DOCA
funds in line with the Trust Deed.
The proposed HDL DOCA will allow the Deed Administrators to explore a sale
of the ASX listed shell of HDL. The HDL DOCA will be put in place for 6
months and (unless extended by creditors) will terminate automatically at the
end of that period if a recapitalisation of HDL has not been completed.
Will employees be paid
their outstanding
entitlements?
For the entities (JSW and HD1) where the proposed DOCA is approved, the
majority of employees will continue their employment and their entitlements
will be preserved. For non-transferring employees, their outstanding employee
entitlements will be paid in full via the DOCA.
For the entities that are placed into liquidation, employees can access a
Government scheme called the Fair Entitlements Guarantee Act (“FEG”). FEG
assists employees who have lost their employment due to the liquidation of
their employer and who are owed certain employee entitlements.
Will the Banks be repaid
their debt?
The Banks will be repaid a proportion of what they are owed but are likely to
suffer a significant shortfall. We estimate that the return to the Bank will be
better under the DOCA than if all entities were placed into liquidation.
Apart from employees,
will unsecured creditors
be paid a dividend?
There is no expectation that unsecured creditors will receive a return under any
scenario.
Will shareholders be paid? There is currently no expectation of a return to shareholders.
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Question
What claims will a
liquidator investigate?
Whilst the Administrators have considered the underlying causes of the Hughes
Drilling Group’s failure, our investigations into claims arising from those
matters are at an early stage.
We have undertaken preliminary enquiries which will continue after the
appointment of liquidators. In particular, we note there could be voidable
transactions the liquidators will pursue, along with potential claims against
directors for insolvent trading and breach of duties. These claims would require
further work by a liquidator including an assessment of legal costs against
likely recoveries (if any).
What is the purpose of
the second meeting of
creditors?
The purpose of the second meetings is for creditors to resolve the future of
the Hughes Drilling Group. In this regard, the options available include
whether each of the entities comprising the Hughes Drilling Group should be
returned to their Directors; or enter into a Deed of Company Arrangement; or
enter into liquidation.
What do Administrators
recommend creditors
should do?
The Administrators recommend acceptance of the JSW/HD1 DOCA proposal
and the HDL DOCA proposal, by creditors of HDI, JSW and HDL, for the
reasons set out in Section 13.
We have not received a DOCA proposal for AGD, EDMSM, EDMSO, EHA, GOS,
HDJSW, HD2, HDC, HEH, HEA or REI. As these entities are insolvent and no
DOCA has been proposed, the Administrators’ recommend that creditors of
these entities vote in favour of each being placed into liquidation.
Where I can get more
information?
If you require any further information, please review the McGrathNicol website
and contact Link Market Services on 1300 365 798 or by email
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Introduction 2
Appointment 2.1
Jason Preston, Shaun Fraser and Jamie Harris (“the Administrators”) were appointed Joint and Several Administrators of the
following entities on 22 September 2016 (“Appointment”) by resolution of the Companies’ Directors, pursuant to Section
436A of the Corporations Act 2001 (“the Act”):
Hughes Drilling Ltd ACN 12 124 279 750 (“HDL”);
Australia Gas Drilling Pty Ltd ACN 13 139 242 890 (“AGD”);
EDMS Metals Pty Ltd ACN 29 146 399 760 (“EDMS”);
Every Day Mine Services Operations Pty Ltd ACN 40 003 949 148 (“EDMSO”);
Express Hydraulics (Aust) Pty Ltd ACN 91 155 845 864 (“EHA”);
G.O.S. Drilling Pty Ltd ACN 57 068 520 794 (“GOS”);
HD JSW Pty Ltd ACN 83 165 895 072 (“HDJSW”);
Hughes Drilling 1 Pty Ltd ACN 31 011 007 702 (“HD1”);
Hughes Drilling 2 Pty Ltd ACN 63 146 399 902 (“HD2”);
Hughes Drilling Corporate Pty Ltd ACN 64 146 398 718 (“HDC”);
Hughes Equipment Hire Pty Ltd ACN 23 146 398 923 (“HEH”);
Hyd-Elec Australia Pty Ltd ACN 89 151 316 611 (“HEA”);
JSW Australia Pty Ltd ACN 22 125 989 791 (“JSW”); and
Reichdrill Australia Pty Ltd ACN 69 162 841 287 (“REI”).
(collectively, “the Hughes Drilling Group” or “the Companies”).
Purpose of this report 2.2
The purpose of this report is to provide creditors with details about the Companies’ business, property, affairs and financial
circumstances in preparation for the forthcoming second meetings of creditors.
This report also informs creditors about the investigations undertaken by the Administrators and the Administrators’
opinion about each of the options available to creditors at the second creditors’ meeting, together with their opinion as to
the course of action that the Administrators recommend is in creditors’ best interests.
Object of this administration 2.3
In an administration, Administrators are empowered by the Act to assume control of an insolvent company, superseding
the powers of the Directors and Officers, to manage the company’s affairs and deal with its assets in the interests of its
creditors.
The objective of a voluntary administration is to maximise the prospects of a company, or as much as possible of its
business, continuing in existence or, if that is not possible, to achieve better returns to creditors than would be achieved
by its immediate liquidation. During an administration there is a moratorium over most pre-administration creditor claims.
Administrators are required to investigate the company’s affairs and report to creditors on the Administrators’ opinion as
to which outcome of the administration process is in the creditors’ best interests so as to inform creditors prior to voting
at the second meeting.
First meeting 2.4
Section 436E of the Act requires the Administrators to convene the first meeting of creditors within eight business days of
being appointed.
The first meetings of creditors of the Companies were held on 5 October 2016 and there were no nominations to appoint
an alternative Administrator for either Company.
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Creditors resolved at the First Meetings of Creditors to appoint a Committee of Creditors (“COC”) to JSW, EHA, HEA and
HD1. Details of the members of each of the COC’s are available in the minutes of the First Meeting of Creditors.
Extension of convening period 2.5
Section 439A of the Act requires the Administrators to convene a second meeting of creditors within the convening period,
being 20 business days (or 25 under certain circumstances) of being appointed.
For the Hughes Drilling Group, the second meetings of creditors were due to be held on or before 28 October 2016.
However, at the First Meeting of Creditors we notified the creditors present of the possibility that we would apply to the
Federal Court of Australia (“the Court”) for an extension of the convening period for up to six weeks.
The Administrators filed an application under section 447A of the Act for orders granting an extension of time for the
convening period for the second meetings of creditors on 17 October 2016. The extension of the convening periods were
sought in order to provide:
A stable environment and additional time to agree terms for a DOCA or negotiate a going concern sale;
Scope to investigate the affairs of the Hughes Drilling Group and report to creditors on potential future recoveries,
and make a recommendation regarding the future of the Hughes Drilling Group.
On 18 October 2016 the Court granted the requested extension of the convening periods to 2 December 2016.
Second meeting 2.6
The purpose of the second meeting is for creditors to:
resolve the future of the Companies. In this regard, the options available include whether the Companies should:
be returned to their Directors; or a.
enter into a Deed of Company Arrangement (“DOCA”); or b.
enter into liquidation. c.
consider and, if thought fit, approve the remuneration of the Administrators and future remuneration of the Deed
Administrators or, Trust where a creditors trust is established; and
if any Company is wound up:
consider and, if thought fit, approve the Liquidators’ remuneration; d.
consider the appointment of a Committee of Inspection; e.
consider authorising the Liquidators to compromise debts of the Company under Section 477(2A) of the f.
Act; and
consider authorising the Liquidators to enter into agreements that may take longer than three months to g.
complete under Section 477(2B) of the Act.
The forthcoming second meeting of creditors for each company has been convened to be held on 8 December 2016 at
1:00pm AEST / 11:00am AWST at two locations, being:
Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000; and
Cliftons Perth, Level 4, Parmelia House, 191 St Georges Terrace, Perth WA 6000 via video conference.
Additional details with respect to the second meeting can be found in Section 18.
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Administrators’ prior involvement 3
In accordance with Section 436DA of the Act and the Australian Restructuring, Insolvency & Turnaround Association
(“ARITA”) Code of Professional Practice, a Declaration of Independence, Relevant Relationships and Indemnities (“DIRRI”)
was enclosed with our first communication to creditors (and tabled at the first meetings of creditors).
The DIRRI disclosed information regarding our independence, prior personal or professional relationships with the
Companies or related parties and indemnities received in relation to this appointment. For convenience, this has been
summarised and restated below.
Independence 3.1
We, Jason Preston, Shaun Fraser and Jamie Harris of the firm McGrathNicol, have undertaken a proper assessment of the
risks to our independence prior to accepting the appointments as Administrators of the Companies in accordance with the
law and applicable professional standards. This assessment identified no real or potential risks to our independence. We
are not aware of any reasons that should have prevented us from accepting or continuing this appointment.
Indemnities and up-front payments 3.2
We have not been indemnified in relation to this administration, other than any indemnities that we may be entitled to
under statute and we have not received any up-front payments in respect of our remuneration or disbursements.
Following our appointment, we entered into discussions with the Secured Creditor regarding a funding arrangement
(‘Facility”) to enable the businesses operated by the Group to continue to trade. Orders were sought in the Federal Court
of Australia (NSW) on 26 September 2016 pursuant to s 447D of the Act, that the Administrators would not be personally
liable for funds drawn under the Facility. Those Orders were granted.
Ongoing assessment 3.3
Since the date of our appointment, we have continued to assess whether any potential conflict of interest issues have
developed.
At the date of this Report, our opinion has not changed in that there is no change to the information provided in the
DIRRI.
The Administrators remain of the view that their prior professional relationships as outlined in the DIRRI do not create or
give rise to any potential conflict of interest.
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Background and statutory information 4
Corporate structure 4.1
The corporate structure for the Companies and related entities is set out below:
Key points:
Hughes Drilling Limited is an ASX listed production drilling specialist, with a number of service contracts in Australia
and a manufacturing operation in the USA. The Group has grown through a series of acquisitions since listing on the
ASX in 2012.
Hughes Drilling Limited (“HDL”) is the ultimate holding company of the Group, with eleven wholly owned Australian
subsidiaries, two majority owned (96%) Australian subsidiaries (JSW and Reichdrill Australia) and one US subsidiary.
The Hughes Drilling Group operations comprise:
Contract drilling on the East and West coast of Australia (HD1 and JSW);
Sales & support (EHA, HD2, HEH and HEA);
Rig manufacture & sales (REI); and
Dormant or holding entities (HDJSW, EDMS, EDMSO, GOS and AGD).
Further information regarding the Group’s background, shareholders, office holders and creditors are detailed later in this
section of the report and in Annexure B.
Hughes Drilling 2Pty Ltd
HD JSWPty Ltd
Hyd-ElecAustraliaPty Ltd
ReichdrillAustraliaPty Ltd
Every Day Mine Service Operations
Pty Ltd
Hughes Drilling 1 Pty Ltd
EDMS MetalsPty Ltd
JSW AustraliaPty Ltd
G.O.S. DrillingPty Ltd
Australian Gas Drilling
Pty Ltd
Hughes Equipment
HirePty Ltd
Reichdrill Inc(USA)
Hughes Drilling Ltd
No external appointment
Listed/ corporate
Express Hydraulics
(Aust)Pty Ltd
Hughes Drilling
CorporatePty Ltd
Contract drilling
Rig manufacture & sales
Sales & support
Dormant or holding
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Business operations 4.2
Business units 4.2.1
The key business segments are set out diagrammatically below (excluding the dormant entities):
Contract drilling
Australia’s largest production and delineation drilling specialists with a client base consisting of Australia’s major
mine operators and owners.
East Coast (HD1) is primarily a production and blast hole drilling business focusing on open cut coal.
West Coast (JSW), acquired in October 2013, provides a broad range of production, drilling and water services.
Drilling services include blast hole (iron ore, gold, bauxite), grade control and water bore.
Sales and support
Express Hydraulics, Hyd-Elec, and Hughes Equipment Hire comprise the internal purchasing arm for the Group and
are also resellers of parts and services to external customers.
Express Hydraulics is the Group’s central purchasing entity and also manufactures spare parts and conducts
maintenance on East Coast and West Coast’s rigs.
Hughes Equipment Hire provides compressors for rental hire to external customers.
Rig manufacture and sales
Reichdrill was acquired in March 2013 and allowed the Group to expand into rigmanufacturing and sales.
Reichdrill designs and constructs drill rigs, consumables and spares for external sales to the global market as well
as for use by the Contract Drilling Operations to deliver on drilling service contracts in Australia.
Contract drilling operations
Sales and support Rig manufacture and sales
Hughes Drilling 1 Pty Ltd
(East Coast)
JSW Australia Pty Ltd
(West Coast)
Hughes Equipment Hire Pty Ltd (HEH)
Hughes Drilling Limited
REICHdrill Inc.(USA)
REICHdrill Australia Pty Ltd
(Reichdrill)
Hyd-Elec Australia Pty Ltd
(HEC)
Express Hydraulics Pty Ltd
(EH)
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Activities 4.2.2
The Hughes Drilling Group’s principal activities are contract production drilling and related services. Key activities and
metrics are outlined in the table below:
Note: we have identified that values for inventories recorded the accounts of the Hughes Drilling Group appear to have
been overstated. If accounts were adjusted then actual earnings would likely be materially lower than reported.
Locations 4.2.3
The diagram below depicts the depots, mines and locations from which the Hughes Drilling Group operates.
Business Unit summary
ItemHD1 (QLD and
NSW)JSW (WA) Express Hydro (QLD)
Hughes Equip (QLD and NSW)
Reichdrill (USA)
Activities Production and blast hole drilling (open cut coal)
Production and blast hole drilling (iron ore, gold, bauxite) and water services.
Sales and distribution of drilling consumables/spares, service and maintenance provider.
Hire of compressors and welding units.
Manufacture, sales and distribution of rigs, consumable and spares.
Key facts FY15 revenue: $40.6m
FY15 EBITDA: $17.6m
210 FTE.
Contract drilling arm for East Coast
39 prod’n rigs c.77% utilisation.
Key customers BHP, Downer and Peabody.
15 delineation rigs 0% utilisation (for sale).
FY15 revenue: $50.7m
FY15 EBITDA: $14.0m
130 FTE.
Contract drilling arm for West Coast
27 prod’n rigs –60% utilisation.
Key customers BHP, South 32, FMG and WA Govt.
FY15 revenue: $3.0m
FY15 EBITDA: $0.3m
35 FTE.
Internal purchasing arm for East Coast, West Coast and Reichdrill and reseller of parts to external customers.
Key customers Rio and BMA.
FY15 revenue: $0.8m
FY15 EBITDA: $0.4m
1 FTE.
38 compressors and 5 welding units.
Key customers Anglo and Glencore.
FY15 revenue: $12.5m
FY15 EBITDA: $(1.1)m
50 FTE. Labour force flexible.
Acquired IP from Novamac for $US4.5 million in Nov-15.
Recently signed distribution agreement with Vulcan.
D14-161201-S439AReport-HM 16
Timeline of key events 4.2.4
Year Description
2012 Listed on the Australian Stock Exchange
March 2013 Acquired Reichdrill Inc
October 2013 Acquired JSW Australia Pty Ltd
27 June 2016 The securities of Hughes Drilling Limited (“HDX”) were suspended from trading (at the request of
HDL) pending an announcement “in relation to material corporate and financial matters which could
impact the Company’s financial restructuring.”
4 July 2016 HDL announced to the market that it had breached certain banking covenants and was working
with its senior financier (Westpac) to restructure its debt facilities.
July to August
2016
During the two months that followed, the Group undertook negotiations with a number of its key
creditors (including the ATO) regarding ongoing payment obligations.
The Board also undertook a review of certain asset classifications (which was likely to have a
significant impact on asset impairments).
The Board together with its advisors (Vantage Performance), pursued various funding options for
urgent working capital requirements whilst they sought offers to recapitalise the Group.
No recapitalisation offers were received that were capable of being accepted and executed within
reasonable timeframes.
22 September
2016
The Board formed the view that without additional funding, the Group was or would likely become
insolvent and responded by placing the Group into Voluntary Administration.
Source: ASIC Company search, ASX announcements
Statutory details 4.2.5
A search of the records maintained by the Australian Securities and Investments Commission (“ASIC”) database as at the
date of our appointment revealed the following details:
The directors of HDL are Andrew Drake, Jeffrey Branson and Douglas Grewar;
The sole director of the thirteen Australian subsidiaries is Paul Brenton; and
The secretary of all fourteen entities is Paul Brenton.
Further statutory details for each of the fourteen entities, including other office holders who held appointed positions in
the twelve months prior to our appointment are provided at Annexure B.
D14-161201-S439AReport-HM 17
Shareholders 4.2.6
Below is a list of the largest registered shareholders of HDL as at the date of our Appointment.
Further details of the shareholders of the subsidiary entities are provided at Annexure B.
Security interests 4.2.7
A search of the Personal Properties Securities Register (“PPSR”) as at the date of our appointment revealed the following
security interests held against the Group:
Westpac holds a charge over the whole or substantially the whole of the property of the Hughes Drilling Group.
The remaining security interests are held by asset financiers and trade suppliers (primarily providers of stock).
Since our appointment:
91 security interests have been discharged;
278 security interests have been enforced and accepted, allowing the charges holders to recover the secured property;
and
15 security interests have been found to be invalid.
In addition, a number of claims remain under review by the Administrators. It is anticipated that the remaining security
interests will be discharged in the coming week.
Further details of the registered secured interests are available to creditors on request.
Shareholders
Rank Shareholder Issued capital %total
1 Learob Pty Ltd (R & L Hughes Family A/C) 71,388,074 34.2%
2 National Nominees Limited 34,264,597 16.4%
3 HSBC Custody Nominees (Australia) Limited 19,171,588 9.2%
4 Bond Street Custodians Limited (Forager Wholesale Value Fd) 6,151,126 3.0%
5 Skye Alba Pty Ltd (The Skye Alba Fund A/C) 5,700,000 2.7%
6 Citicorp Nominees Pty Limited 4,397,611 2.1%
7 Mellett Super Pty Ltd (Mellett A Fund A/C) 3,717,000 1.8%
8 Vanward Investments Limited 3,000,000 1.4%
9 RPM Super Pty Ltd (RPM Super Fund A/C) 2,894,941 1.4%
10 Saabm Pty Ltd (A & M Jacklin Family A/C) 2,434,017 1.2%
Total shares held by top 10 shareholders 153,118,954 73.4%
Total shares held by all other shareholders 55,551,295 26.6%
Total shares on issue 208,670,249 100.0%
Source: A search of ASIC records, on 22 September 2016
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 118
Other lenders All present and after-acquired property Various 39
Asset financiers Motor vehicles Various 164
Chattel Paper Chattel Paper Various 4
Suppliers Other goods, intangibles and specific claims Various 169
Total 494
Source: A search of ASIC records, on 22 September 2016
D14-161201-S439AReport-HM 18
Administrators’ actions to date 5
The Administrators and our staff have attended to the following matters since our appointment:
Notifying major financial institutions of our appointments, taking control of available cash, amending bank signatories;
Attending to statutory duties including informing ASIC, the Australian Taxation Office (“ATO”), the Office of State
Revenue and various other statutory authorities of our appointments;
Attending to meetings with the Companies’ Directors and employees to understand the background and financial
position of the Companies;
Securing and insuring assets;
Issuing requests to the Directors to complete a Report as to Affairs, Directors’ Questionnaire and deliver the books
and records of the Companies to the Administrators;
Securing books and records including electronic accounting records;
Reviewing the books and records of the Companies and undertaking preliminary investigations to ascertain the
Companies’ financial position and any transactions that may be recoverable by a Liquidator;
Discussing and entering into a funding arrangement with the Secured Creditor to enable the businesses operated by
members of Hughes Drilling Group to continue to trade. As noted in section 2.5, we sought Orders in the Federal
Court of Australia (NSW) on 26 September 2016 approving the terms of the funding arrangement.
Liaising with key stakeholders, including:
employees;
unsecured creditors; and
ASX and shareholders;
Liaising with landlords in relation to the continuation of the current lease arrangements;
Managing employees and informing staff of their rights and the manner in which the Voluntary Administration process
impacts their entitlements;
Calculating outstanding employee entitlements having regard to Company records and underlying employment
contracts, and providing them with same;
Preparing and issuing circulars to suppliers and creditors;
Continuing to trade the business, including:
negotiating continued supply from key suppliers;
employing additional staff as required;
liaising with customers regarding Hughes Drilling Group’s activities, contract terms and ongoing contract matters;
attending Hughes Drilling Group sites and mine sites to address staff and meet with customers; and
undertaking detailed review of workplace health and safety systems, processes and incidents and retaining the
services of an external contractor to assist in the management of workplace health and safety;
Assessing options to realise the assets of the Companies for the benefit of creditors;
Undertaking a sale and recapitalisation campaign for the Companies and their assets including contacting potentially
interested parties, advertising, preparing information memorandums and due diligence material including establishing
an electronic data room, issuing confidentiality agreements, dealing with interested party enquiries and attending
briefing meetings, and negotiating generally with interested parties;
Instructing lawyers in relation to various legal matters;
Issuing Notices of Appointment and first Circulars to Creditors convening the meetings of creditors held on 5 October
2016;
D14-161201-S439AReport-HM 19
Attending and Chairing the first meetings of creditors held on 5 October 2016 and lodging the minutes of the
meetings with ASIC;
Preparing and filing an application to the Federal Court of Australia under section 439A and 447A of the Corporations
Act 2001 (Cth), for orders granting a six-week extension of the convening period for the second meetings of creditors.
These orders were granted on 18 October 2016 and the timetable for holding the meeting was extended from
28 October 2016 to 9 December 2016 (or earlier, as appropriate). The extension was sought to provide sufficient time
for interested parties to undertake due diligence and for sale negotiations;
Preparing this Report pursuant to Section 439A of the Act including undertaking investigations and preparing
comparative analysis to assist creditors in making a decision in relation to the Companies future and convening the
second meetings of creditors to be held on 8 December 2016; and
Attending to other general and statutory requirements.
D14-161201-S439AReport-HM 20
Books and records 6
One of the matters we are required to provide an opinion on is whether the Companies’ books and records were
maintained in accordance with the requirements of Section 286 of the Act.
This section of the Act requires that a company must keep written financial records that:
correctly record and explain its transactions and financial position and performance; and
would enable true and fair financial statements to be prepared and audited.
Failure to maintain books and records in accordance with Section 286 of the Act provides a presumption of insolvency.
This presumption can be relied upon by a liquidator in an application for compensation for insolvent trading and other
actions for recoveries pursuant to the Act from Directors and other related parties.
We have inspected the books and records of the Companies located at the Companies premises and maintained in both
physical and electronic form.
As outlined in Section 4, the Hughes Drilling Group is comprised of a number of business units. The business units use a
number of different accounting systems and programs with little or no integration. Our comments in the summary below
relate to all business units, except where stated otherwise.
We consider that a company operating this type of business should, as a minimum, maintain the following books and
records in order to comply with Section 286 of the Act. We set out below our comments on the Companies’ compliance
against each:
Compliant books and
records Where kept Administrators’ comments
Accounting files and
associated working papers
MYOB, QuickBooks and
Excel workbooks
The Companies’ accounting files were maintained in
MYOB, QuickBooks and work papers in Excel.
Accounting reports can be printed off as required.
Copies of bank
statements and deposit
books for the last 7 years
The Companies’ head
office at Yatala, and the
JSW premises in Perth
Copies of bank statements were available for each
Hughes Drilling Group entity and related back to the
date at which the account was established.
Management accounts Electronically in Excel Consolidated and subsidiary Management accounts
were prepared on a monthly basis, were based on the
information in MYOB and QuickBooks, and reported in
Excel. Appropriate Management accounts were
prepared by the Hughes Drilling Group’s in-house
finance team.
Reconciliation of bank
accounts
Electronically in MYOB or
QuickBooks and at the
Companies’ head office at
Yatala, and the JSW
premises in Perth
Monthly bank reconciliations were prepared by the
Companies’ finance team.
This was undertaken daily for the JSW business unit.
Supporting
documentation for
payments
The Companies’ head
office at Yatala, and the
JSW premises in Perth
Payment records were prepared and maintained by the
Companies’ finance team.
Payroll records Electronically in the
MircoPay system, and in
MYOB for JSW, prepared
from paper timesheets
Payroll and associated records were maintained by the
payroll staff at Yatala for the East Coast operations,
and by the payroll staff in Perth for JSW.
D14-161201-S439AReport-HM 21
Compliant books and
records Where kept Administrators’ comments
Board meeting minutes Electronically and at the
Companies’ head office at
Yatala
We have obtained signed Board minutes from some
but not all board meetings. We have located unsigned
board minutes for some meetings located on the
Companies’ server.
Asset listing Electronically in Excel for
the East Coast Operations.
JSW’s asset listing was
maintained in Fleet
Maintenance Pro, with
inventory listings
maintained in MYOB.
We obtained a copy of the Companies’ asset registers.
The registers for property, plant and equipment appear
to have been adequately maintained.
There appear to be significant deficiencies in the
Companies’ inventory recording systems which could
result in a material overstatement of values in this
asset class. Any write down in the value of these
assets would reflect an overstatement of book value
because inventory did not exist; was used but not
accounted for in the cost of goods sold; or was
obsolete. Prior to our appointment, Management
assessed a downward adjustment of circa $23 million
should be recorded against inventory. Our analysis
suggests an adjustment in excess of $23 million may
be required.
Financial statements and
Audited financial reports
The Companies’ head
office at Yatala Financial statements and audited financial reports FY14
and FY15 are available. These were audited by
PricewaterhouseCoopers (“PwC”). BDO were appointed
to act as auditors for FY16. The FY16 accounts had not
been finalised.
In view of the deficiency in the Companies’ inventory
management systems noted above, there is a
likelihood that historical financial statements may have
materially overstated both financial performance and
financial position.
Statutory records The Companies’ head
office at Yatala The Company generally maintained statutory records.
However, a Deed of Cross Guarantee between Group
Companies’ recorded in the statutory accounts has not
been prepared or lodged but was relied upon in the
preparation of the audited financial reports. Other
statutory records of the Companies’ have been lodged
and generally maintained. The Statutory accounts were
prepared on a consolidated basis relying upon an ASIC
class order requiring a Deed of Cross Guarantee. It is
now our understanding that no Deed exists. As a
result, the statutory accounts filed on a consolidated
basis are misleading and non-compliant.
Taxation returns The Companies’ head
office at Yatala and with
the tax agents – currently
BDO and previously PWC
Tax returns have been prepared and generally
maintained. However, there are issues in relation to
the timeliness of lodgements
Debtor and creditor
listings
Electronically in MYOB
and QuickBooks
Listings were maintained.
D14-161201-S439AReport-HM 22
Compliant books and
records Where kept Administrators’ comments
Lease contracts /
agreements
At the Companies’ head
office at Yatala, and the
JSW premises in Perth
Property leases and various third party lease
agreements were maintained on file at the Companies’
head office at Yatala for the East Coast Operations, and
at the JSW premises in Perth.
We are advised that some of the Companies’ lease
arrangements are undocumented.
Intercompany transactions
and balances
Electronically in Excel There are a number of intercompany balances that
were owed to and from each of the Companies. These
are recorded in the individual company balance sheets.
We understand that there are no formal loan
agreements that govern interest, amortisation or
repayment arrangements.
Customer contracts and
analysis / information
regarding costs and
profitability of contracts
At the Companies’ head
office at Yatala, and the
JSW premises in Perth.
Current customer contracts were maintained on file at
the Companies’ offices at Yatala and Perth.
With the exception of JSW, the Hughes Drilling Group
did not, prior to our appointment, maintain information
relating to costs and profitability on a contract by
contract basis.
ASX and Shareholder /
Investor queries
Maintained by
Computershare
There were no ASX and Shareholder / Investor files
maintained by HDX. Source: Hughes Drilling Group’s books and records
Key points:
Our review of the Companies’ records suggests that the Company operated a number of unintegrated systems which
were augmented by electronic spreadsheets. Our investigations have highlighted significant deficiency in the
Companies’ recording of inventory and that statutory accounts were incorrectly filed on a consolidated basis.
It appears likely that the Hughes Group may have materially overstated inventory values. That situation appears to
have existed for some time. On that basis, we think it likely that Hughes financial position and financial performance
has been overstated historically.
We consider that there may be an argument that the deficiency in the recording of inventory by the Group was so
materially deficient that the Group failed to comply with s286.
Further work will be required to identify specific deficiencies and to quantify the actual value of inventory compared to
that recorded and, to assess the impact of any difference on historical results.
D14-161201-S439AReport-HM 23
Historical financial performance and position 7
This section of the Report sets out historical financial information for the Companies.
We note that audited financials are available for the Group (for years ended 30 June 2014 (“FY14”) and 30 June 2015
(“FY15”) and were prepared on a consolidated basis. In addition, Management has presented us with consolidated
accounts for the year ended 30 June 2016 (“FY16”). However, these accounts are unaudited and were subject to
finalisation upon our appointment.
Notwithstanding the fact that the Group is not subject to a Deed of Cross Guarantee or ASIC Class Order, we have
presented the consolidated financial accounts of the Hughes Drilling Group for reference and comparison to previously
available audited accounts.
We are unaware of any audited financial accounts for stand-alone entities within the Hughes Drilling Group. Accordingly,
management accounts for each of the Companies have been presented in Annexure B.
In the absence of a Deed of Cross Guarantee it is appropriate to consider the financial position of each of the Companies
separately. That said, Westpac holds a GSA over each of the Companies and has cross collateralised all of its facilities. As
a result, each Company is equally liable for the secured balance outstanding to Westpac. We have reported on the
financial position and performance of each stand-alone entity (by reference to management accounts).
The administrators note that we have not carried out an audit, nor have we verified the management accounts presented
below.
Financial performance 7.1
A summary of the Hughes Drilling Group’s Statement of Financial Performance is set out below:
Key points:
The Hughes Drilling Group reported positive earnings across the last three financial years.
The decrease in revenue from FY15 to FY16 was largely due to a decrease in water services work and deferral of a
number of Government projects in JSW. These factors were partially offset by an increase in revenue in HD1, driven by
three new rigs at BMA Blackwater, and one new rig contract for FMG (West Coast).
Reported margins increased in FY16, largely due to a change in revenue mix. The decline in water service revenue,
earning a low margin of cost plus 10%, was replaced by an increase in higher margin work, as well as an increased
focus on cost management across the Group.
Hughes Drilling Group - Consolidated Statement of Financial Performance
Audited Audited Draft
A$'m FY14 FY15 FY16
Revenue 90.6 107.5 90.0
COGS (61.2) (73.7) (57.7)
Margin 29.3 33.9 32.3
Margin % 32% 32% 36%
Other income 0.3 0.3 0.2
Depreciation expense (9.9) (11.9) (15.5)
Overheads (9.4) (8.6) (10.1)
Operating profit 10.3 13.5 6.8
Impairment costs (5.6) - -
Finance (interest) costs (3.1) (3.2) (3.5)
Profit before tax 1.6 10.4 3.3
Income tax (0.2) (2.2) (1.6)
NPAT 1.4 8.2 1.7
EBITDA 14.6 25.5 22.3
Source: Audited annual financial accounts (FY14 and FY15); draft un-audited financial accounts (FY16)
D14-161201-S439AReport-HM 24
However, Management recognised significant deficiencies in inventory recording systems (particularly in HD1) prior to
our appointment. We understand that prior to our appointment Management formed a view that $23.1 million in
stock adjustments would be required to more accurately reflect the actual value of stock.
We also understand a significant amount of expense (wages etc.) was capitalised to the Balance Sheet, largely to plant
and equipment balances.
In the absence of audited accounts it is unclear what (if any) adjustments would have been made to reflect an
accurate stock and plant and equipment position as at FY16 (see comments below in respect of stock valuation).
Financial position 7.2
A summary of the historical financial position of the Companies is as follows:
Key points:
The Hughes Drilling Group reported a net asset position of $76.8 million as at 30 June 2016.
Inventory and WIP was recorded with a book value of c. $55.3 million. Based on an independent review of inventory
undertaken since our appointment, in our view and based on independent valuations further negative inventory value
adjustments would have been required to bring inventory values recorded in the Companies’ balance sheet in line
with accounting standards requiring stock be recorded at the lower of cost or realisable value. Prior to our
appointment management had discussed reducing the carrying value of the inventory by $23.1 million. This was not
reflected however in the draft June 2016 accounts.
Hughes Drilling Group - Consolidated Balance Sheet
Audited Audited Draft
A$'m Jun-14 Jun-15 Jun-16 Change ($) Var (%)
Current Assets
Cash and cash equivalents 0.4 1.7 0.8 (0.9) (209.3%)
Trade debtors & receivables 18.1 23.7 14.5 (9.2) (50.9%)
Inventory & WIP 37.8 50.2 55.3 5.2 13.7%
Other current assets 0.1 1.6 1.4 (0.2) (163.4%)
Total Current Assets 56.5 77.2 72.0 (5.1) (9.1%)
Non Current Assets
Property, plant & equipment 63.6 66.4 84.0 17.5 27.6%
Goodwill & intangibles 8.0 12.6 13.0 0.3 4.2%
Deferred tax assets & other assets 4.2 2.6 7.3 4.7 111.9%
Total Non Current assets 75.8 81.6 104.3 22.6 29.8%
Total Assets 132.3 158.8 176.3 17.5 13.2%
Current Liabilities
Trade & other payables (19.2) (26.1) (35.6) (9.4) 49.1%
Bank overdraft (4.3) (11.2) (11.0) 0.2 (4.0%)
Borrowings - current (24.2) (20.4) (41.2) (20.8) 86.0%
Provisions (1.8) (2.8) (4.4) (1.6) 86.0%
Total Current Liabilities (49.5) (60.5) (92.1) (31.6) 63.9%
Non Current Liabilities
Borrowings - non current (17.7) (23.2) (0.2) 23.0 (130.6%)
Deferred tax liabilities - - (6.7) (6.7) N/a
Provisions (0.5) (0.5) (0.5) (0.0) 7.2%
Total Non Current Liabilities (18.2) (23.7) (7.4) 16.3 (89.5%)
Total Liabilities (67.7) (84.2) (99.5) (15.3) 22.7%
Net Assets 64.5 74.6 76.8 2.2 3.3%
Source: Audited annual financial accounts (FY14 and FY15); draft un-audited financial accounts (FY16)
Jun-15 to Jun-16
D14-161201-S439AReport-HM 25
The Company included $84.0 million for plant and equipment in the balance sheet as at June 2016. These items
included aged drill rigs which were being used as a source of parts.
The increase year on year of trade payable balances is reflective of the Group’s tightening cash position.
The estimated Group debt to the ATO of c.$19.0 million in respect of unpaid PAYG, GST lodgements and
superannuation amounts is represented in the payable balance as at 30 June 2016. This debt appears to comprise
amounts dating back more than twelve months.
The goodwill balance of $13.0 million is comprised of JSW and Reichdrill goodwill on acquisition.
Cash flow 7.3
A summary of the historical cash flow for the Companies is as follows:
Key points:
The statements of financial performance for FY14 to FY16, show that the Companies held minimal cash balances
(relative to current liabilities) throughout the period FY14 to FY16.
Refer 11.2.2 for further discussion on the historical cash flow of the Hughes Drilling Group.
Hughes Drilling Group - Consolidated Cash Flow Statement
Audited Audited Draft
A$'m Jun-14 Jun-15 Jun-16
Cash flow from operating activities
Receipts from customers 83.7 112.9 107.0
Payments to suppliers/employees (73.4) (89.5) (75.8)
Interest received / (paid) (3.1) (3.2) (3.5)
Net cash used in operating activities 7.3 20.2 27.7
Cash flow from investing activities
Purchase of intangible assets - (4.2) (0.2)
Loans to related parties and other (3.2) - 0.0
Payment for PPE (9.4) (23.2) (26.6)
Proceeds from sale of fixed assets 0.5 0.3 0.5
Net cash used in investing activities (12.0) (27.1) (26.3)
Cash flow from financing activities
Other (0.0) - (0.0)
Proceeds from borrowings 14.1 24.1 13.6
Repayment of borrowings (17.9) (22.9) (15.9)
Net cash used in financing activities (3.8) 1.1 (2.3)
Summary
Opening cash 4.7 (3.9) (9.5)
Net increase/(decrease) in cash (8.6) (5.8) (0.9)
Effect of FX movement (0.0) 0.1 0.2
Closing cash (inc. overdraft) (3.9) (9.5) (10.2)
Overdraft balance (4.3) (11.2) (11.0)
Closing cash 0.4 1.7 0.8
Source: Audited annual financial accounts (FY14 and FY15); draft un-audited financial accounts (FY16)
D14-161201-S439AReport-HM 26
Financial position based on Report as to Affairs 8
The Directors have prepared and lodged a Report as to Affairs (“RATA”) for each of the entities under External
Administration. A summary of each RATA and other company information is provided in Annexure B.
Summarised below are the key items and themes identified from our review of the RATAs.
For HD1, the directors have disclosed stock at a book value of $24.2 million and fixed assets at a book value of $11.3
million. Whilst the directors have not specified a net realisable value for these assets, we have obtained our own
valuation and consider these values to be significantly overstated, as discussed in section 7.2
For JSW, the directors have disclosed stock at a book value of $9.8 million and fixed assets at a book value of $12.0
million. Whilst the directors have not specified a net realisable value for these assets, we have obtained our own
valuation and consider these values to be significantly overstated, as discussed in section 7.2
Trade receivables according to the RATAs of all trading entities totalled c. $7.9 million (including intercompany
transactions). Whilst the directors have not provided a realisable value, we note that the majority of debtors on
appointment have since been collected.
As previously discussed, the main customer service entities are HD1 and JSW, with EHA providing sales and purchasing
support, predominantly to HD1. As such, the stock on EHA’s balance sheet is likely to be overstated also, and a large
proportion of EHA’s debtor balance is intercompany receivables.
The largest unsecured creditor balances are in HD1 and JSW and relate to stock, drill bits and other consumables as
well as the ATO.
A large balance of the assets and liabilities reported in the entities are intercompany loan balances, which are
unsecured claims against each entity, a summary of which is included in Section 11.2.
D14-161201-S439AReport-HM 27
Sale of business and assets 9
Pre-appointment sale / fund raising process 9.1
Prior to the Appointment, Hughes Drilling Group’s Management had commenced discussions with a number of parties
which had expressed interest in a potential recapitalisation of the entire group. However, these discussions had not
progressed to a stage where any group had submitted a final binding offer. Additionally, all of the offers would have
resulted in a material shortfall to both secured and unsecured creditors.
VA recapitalisation/sale process overview 9.2
On Appointment, we immediately sought to identify whether there was interest in either recapitalising or acquiring the
business. An advertisement was placed in the Australian Financial Review and The Australian on Tuesday, 26 September
2016 calling for expressions of interest in the Group or specific business units/assets. This marketing campaign was
supplemented by direct contact by our staff with parties who had expressed interest in the business or were identified as
potential purchasers prior to our appointment.
Over 40 potential interested parties were contacted during the process, with approximately 15 parties confirming their
interest in gaining access to the data room to conduct further due diligence. The parties conducting diligence include a
mix of trade players and financial buyers.
The process was conducted in three stages:
Non-Binding Offers (“NBO”): we provided interested parties with access to data room information to enable them to
submit NBO’s by 12 October 2016;
Due Diligence: we selected 6 parties to undertake further detailed due diligence on the Hughes Drilling Group,
undertake site visits, and be provided access to detailed operational, legal and financial data.
Final Due Diligence: upon confirmation of NBO’s by 11 November 2016, we selected the offer that, if completed,
would result in the best return to creditors, being a joint proposal from consortium comprising turnaround fund
manager Allegro mining contractor and NRW Limited, to advance their bid on an exclusive basis. This process has
culminated in the DOCA proposal detailed in this report.
D14-161201-S439AReport-HM 28
Explanation of the Companies’ failure 10
Directors’ reasons for failure 10.1
The directors have advised in their RATAs that they first became aware that the Hughes Drilling Group was experiencing
financial difficulties when the secured creditor was not willing to advance additional finance from approximately August
2016. The directors advise that they then sought alternative sources of funding, which led to receipt of proposals to
recapitalise the Hughes Drilling Group.
The directors advise that once they established that recapitalisation proposals were not capable of execution, they resolved
to appoint Voluntary Administrators.
Administrators’ view 10.2
As outlined in section 11, our initial analysis indicates that the Hughes Drilling Group may have been insolvent from at
least March 2016.
Based on our investigations to date, we consider that a combination of the following factors contributed to the Companies
liquidity shortfall and administration:
The drilling industry is competitive. Activity in the industry is directly related to mining activity and commodity prices.
There was a significant deterioration in the resource prices from about mid 2011 after an extended resources boom.
This impacted miners and those servicing the sector with a strong focus by miners on cost reduction. These factors
had a direct impact on businesses like Hughes which, as a result of the downturn, faced fewer opportunities and a
highly competitive market. This put sustained pressure on mining contractor revenues and there have been a number
of other industry players who have entered into insolvency during this period.
Work in the industry is generally won on a tender basis. Hughes Drilling Group was successful in winning work
predominantly as a result of aggressive tendering. It is clear that the Companies’ financial position suffered due to the
Companies entering into marginal or loss making drilling contracts.
We have identified deficiencies in the Companies books and records, in particular:
accounting for individual entities in the Group was undertaken using five separate accounting systems. We
understand that this presented difficulties for finance staff in tracking performance;
inventory management for Hughes Drilling Group appears to be inconsistent across the group. A negative
adjustment to inventory of circa $24 million was processed in June 2016. This was a significant adjustment of circa
50% of the inventory value and indicates that liquidity difficulties were likely masked by the overstated inventory
values; and
the directors have advised that for the East Coast operations, profitability on a contract by contract basis was not
analysed or reported. As a result, (particularly given the competitive, low margin, environment) it is probable that
management did not have a clear view of loss making contracts
From 2012, Hughes Group pursued a strategy of growth by acquisition. The acquisition of JSW and Reichdrill were
funded by debt. These businesses were poorly integrated and the servicing of debt for these acquisitions put further
strain on the Group’s increasingly stretched cash resources.
There are various indicators (discussed further in Section 11) that the Companies were experiencing difficulties with
cash flow for an extended period prior to the appointment of the administrators, including the accrual of significant
unpaid debts to the Australian Taxation Office, unpaid superannuation contributions and a build-up of balances owing
to creditors. We have also identified that there were not sufficient funds available to meet maintenance capital
expenditure for a period prior to the Appointment.
The deficiencies in the reporting and accounting systems outlined above would likely have presented difficulties for
management and staff both in tracking and attempting to understand the reasons for financial difficulties.
Outstanding winding up applications 10.3
We understand that the Companies had not been issued with demands for payment and we are not aware of any winding
up applications against the Companies.
D14-161201-S439AReport-HM 29
Offences, insolvent trading and voidable transactions 11
Statutory recovery actions 11.1
The ARITA has issued an information sheet titled “Offences, Recoverable transactions and Insolvent trading”, providing
general information for creditors about insolvent trading and voidable transactions.
This information sheet is available from the ARITA website (www.arita.com.au). If you are unable to access this website,
please contact Link Market Services on 1300 365 798 or by email [email protected] to obtain a
copy.
The following sections provide an overview of potential recoveries or actions available in liquidation and then give our
estimation of potential recoverable claims. A key element of most of these potential claims is to establish an estimated
timeframe when the Companies can be shown to be insolvent.
Insolvent trading 11.1.1
Other than in cases of fraud, the Directors of a company may only be sued for insolvent trading if the company is in
liquidation. Where a Voluntary Administrator has been appointed, assessment of the issue of insolvent trading can be
important to creditors if they are being asked to choose between a DOCA and a liquidation. In that instance, creditors
have to assess the advantages to them of a DOCA (which does not include proceeds from insolvent trading actions)
compared to the likely return to them in a liquidation (which could include the proceeds of any successful insolvent
trading action). A liquidation also preserves the possibility of individual creditors taking insolvent trading actions in their
own right (with the liquidator's approval or the leave of the Court).
Before a Court will order that a person pay compensation in respect of insolvent trading, a Liquidator must establish that:
the person was a Director of the company at the time the company incurred the debt the subject of the claim;
the company was insolvent at that time or became insolvent by incurring the debt;
at that time, there were reasonable grounds for suspecting that the company was insolvent or would become
insolvent by incurring the debt; and
the creditors to whom debts are owed have suffered loss and damage.
In determining whether the Directors traded the Companies at a time when they were insolvent, we have considered both
a net assets and cash flow assessment. In any legal proceedings requiring a liquidator to establish that a company traded
while insolvent, the Court generally looks to a cash flow test of insolvency, that is can the company pay its debts as and
when they fell due for payment .
Director defences 11.1.2
Section 588H of the Act sets out statutory defences available to Directors in respect of a claim for insolvent trading. These
include:
at the time of incurring debts, the Director had reasonable grounds to expect that the company was solvent;
the Director relied on information provided by a competent and reliable person which concluded that the company
was solvent at the time debts were incurred; and
the Director took reasonable steps to prevent the debts being incurred.
Voidable transactions 11.1.3
A Liquidator has the power to review and recover transactions that occurred prior to the commencement of a winding up,
under Part 5.7B of the Act. This may result in, amongst other things, a requirement for a third party to return property
and/or money to the company and thereby increase the assets available to the Liquidator and creditors. These are known
as voidable transactions.
Corporations Regulation 5.3A.02 requires an Administrator to specify whether there are any transactions that appear to the
Administrator to be voidable transactions in respect of which money, property or other benefits may be recoverable by a
Liquidator under Part 5.7B of the Act. As with the insolvent trading provision outlined above, this issue is relevant to
creditors if they are being asked to choose between a DOCA and a liquidation, because voidable transactions are only
recoverable if a liquidation occurs.
D14-161201-S439AReport-HM 30
Voidable transactions include:
unfair preference claims: transactions between a company and a creditor, resulting in the creditor receiving from the
company, in relation to an unsecured debt owed to the creditor, a greater amount than it would have received in
relation to the debt in a winding up of the company;
uncommercial transactions transactions which a reasonable person in the place of the company would not have:
entered into, taking into account the benefits and the detriment to the company, the respective benefits to the other
parties involved and any other related matters;
unfair loans: being a loan agreement where the interest or charges are considered to be extortionate. Unfair loans
made to the company any time prior to the appointment of the Administrator may potentially be overturned by a
subsequently appointed Liquidator, whether or not the company was insolvent at the time the loan was entered into:
and
Unreasonable director related transactions: transactions which confer a benefit upon a director or close associate of
the director to the detriment of the company.
To the extent that information has been available, we have conducted the following investigations to determine the
existence of voidable transactions:
conducted interviews of the Directors and key staff;
reviewed agreements between the Companies and various third parties;
reviewed the books and records to determine whether there have been any unfair loans made to or from the
Companies; and
reviewed deposits and withdrawals into, or out of, the Companies' bank accounts to determine whether any creditor
has been preferred over the general body of creditors as a result of any transaction.
Breach of Directors’ duties 11.1.4
Sections 180 to 184 of the Act sets out the duties, obligations and responsibilities imposed on Directors which are
designed to promote good governance and ensure that Directors act in the interests of a company. These duties include:
Duty of care and diligence;
Duty of good faith;
Duty not to make improper use of position; and
Duty not to make improper use of information.
Funding to pursue insolvent trading and voidable transactions 11.1.5
Insolvent trading and voidable transactions can only be pursued in a liquidation and further investigation and any
subsequent proceedings may incur significant costs.
Funding may be sought from creditors or litigation funders should the Liquidators (if appointed) seek to commence such
action.
Determining the date of insolvency 11.2
A crucial element of most liquidators’ statutory recovery actions is to establish the date when the Companies became
insolvent. Set about below are comments and preliminary findings on the funding arrangements within the group as well
as a balance sheet and cash flow assessment of the Companies’ financial position.
The Hughes Group consists of 13 Australian entities plus Reichdrill Inc. (the US manufacturing business).
From a funding perspective, the Hughes Group operated on the basis that cash generated by the Group from operating,
financing or investing activities was available to be utilised across the Group by each entity as required. Those fund flows
were accounted for through intercompany loan accounts.
That accounting practice reflected the assumption that the Hughes Group operated subject to a Deed of Cross Guarantee
which had been agreed between all Companies in the Group, under which each Company in the Group guaranteed the
liabilities of other Companies in the Group.
D14-161201-S439AReport-HM 31
Based on our investigations, this assumption appears to have been incorrect. The balances of intercompany loans within
the Group as at the date of appointment of the administrators on 22 September 2016 are set out below:
Determining a company’s solvency at a particular time requires an assessment of cash flows and an assessment as to
whether it is able to meet liabilities as and when they fall due from cash or other available resources (including a pledge of
assets).
Our preliminary assessment is based on the following analysis:
a review of the net current asset position;
a review of overdraft balances against the monthly peak of the overdraft limit; and
a review of aged creditors profile for key trading entities (JSW, HDI, EHA, HDL, HEA); and
a review of statutory payments and unpaid employee entitlements
In undertaking our preliminary solvency analysis for the Group, and in light of the limited time available for investigations
during the voluntary administration period, we have considered the Group's liquidity position on a consolidated basis only.
We note that, as there appears to be no deed of cross guarantee between the group companies, any final analysis
undertaken by a liquidator in the winding up of the Companies would need to consider each entity on a stand-alone basis.
In order to prove that a Company within the Group was insolvent at a particular time, a liquidator would need to
undertake additional work to:
assess actual cash flows, current assets and current liabilities;
better estimate inventory values in past periods in order to assess the cash flow impact of issues identified regarding
the carrying value of inventory and any over-statement of values;
estimate what, if any, accounting adjustments might be appropriate based on the above analysis; and
estimate the date on which each Company became insolvent.
Net assets assessment 11.2.1
For the purpose of our preliminary investigations, we have reviewed the current assets and current liabilities of the Group
on a consolidated basis, as recorded in the Companies’ audited FY14 and FY15 financial statements and the unaudited
Management accounts.
The balance sheets for individual entities for these periods are set out at Annexure B of this report.
Loans between the Companies
A$'000 HDL HD1 HD2 HEH EDMS HEA EDMSO GOS AGD HD JSW JSW RD Aust RD USA EHA HDC
HDL - 9,560 (1,333) (7,552) 91 (644) (7,689) (21,443) 2,538 (8,613) (7,080) (606) (9,694) (3,666) (9,959)
HD1 (9,560) - 497 (156) - - - - - - (601) 500 - 4,454 (435)
HD2 1,333 (497) - (1,643) (19) - 993 6,911 (347) - (843) - - 1,310
HEH 7,552 156 1,643 - 33 - (1,358) (4,498) (5,971) - - 85 - 915 (2,765)
EDMS (91) - 19 (33) - - 219 (208) (36) - - - - - (363)
HEA 644 - - - - - - - - - - - - - 26
EDMSO 4,950 - (993) 1,358 (219) - - (665) (458) - - - - - 682
GOS 15,850 - (6,911) 4,498 208 - 665 - (2,610) - - - - - (251)
AGD (2,538) - 347 5,971 36 - 458 2,610 - - - - - - 931
HD JSW 8,613 - - - - - - - - - - - - - -
JSW 7,385 236 843 - - - - - - - - - - 381 -
RD Aust 606 (500) - (85) - - - - - - - - (3,772) (1,341) (20)
RD USA 10,462 - - - - - - - - - - 3,780 - 261 -
EHA 3,666 (4,454) () (915) - - - - - - (381) 1,341 (260) - (12)
HDC 9,959 435 (1,310) 2,765 363 (26) (682) 251 (931) - - 20 - 12 -
Source: The Companies' books and records
D14-161201-S439AReport-HM 32
Set out in the table below is a summary of the net current asset position as reported in the consolidated audited financial
accounts for FY14 and FY15, and the FY16 unaudited Management accounts. To assess whether liquidity issues existed, we
have made the following adjustments to the reported net current asset balances to arrive at an “adjusted net current
assets” value:
Management proposed a total of $23.1 million in write-offs to the Companies’ reported inventory balance across FY15
($6.5 million) and FY16 ($16.6 million); and
other current assets that related largely to prepayments and non-cash deferred tax assets, which we consider reflect
assets which are not convertible to cash to pay current liabilities, have been excluded.
The analysis above shows that:
there was a significant deterioration in net current assets during FY16;
by FY16 the trade and other payables balances had increased by c.$9.4 million to c.$35.6 million and the current
borrowings balance increased by c.$20.8 million to c.$41.2 million;
if Management’s proposed inventory adjustments were recognised in FY15 and FY16 then there is an “Adjusted
net current assets” deficiency of c.$38.1 million in FY16; and
we consider it likely that Management’s proposed FY15 and FY16 inventory revaluation adjustments were
insufficient and may need to be increased. Any further adjustment to the carrying value of inventories would
suggest that the financial position was materially worse than the books and records indicate.
The analysis highlights that during FY16, there was a significant gap between amounts that were owed to creditors
and recorded as current (i.e. due within a 12 month period) and assets available to pay those liabilities. This position
is evidence that the Group's overall financial position was strained.
Cash flow assessment 11.2.2
Assessment of a company’s solvency position on a cash flow basis requires a review of the company’s ability to meet its
ongoing liabilities from its available cash or other resources. This requires consideration of issues such as: cash holdings,
the availability of short term assets convertible to cash or access to borrowings, whether creditors are being paid within
terms and whether the company has complied with its statutory payment obligations.
We note as follows:
Cash holdings 11.2.2.1
The statements of financial position for FY14 to FY16 (set out in section 7), indicate that the Companies held minimal
cash balances throughout the period examined. Payments were generally made from an overdraft facility provided by
Westpac.
The graph below summarises the overdraft balances from March 2016 to September 2016 against the overdraft limit.
The graph also shows that there was declining headroom or cash available from the overdraft facility.
Estimated net current assets position
A$'000 FY14 Audited FY15 Audited FY16 Management
Current assets 56,452 77,154 72,032
Current liabilities (49,529) (60,491) (92,118)
Net current assets 6,923 16,662 (20,086)
Adjustments
Proposed inventory adjustment - (6,500) (16,600)
Other current assets (130) (1,629) (1,416)
Adjusted net current assets 6,793 8,534 (38,102)
Source: Companies' books and records, Discussions with Management, McN analysis
D14-161201-S439AReport-HM 33
We have reviewed Management’s monthly consolidated management accounts from March 2016 to September 2016,
along with board and other internal communications for the same period, in order to understand the cash position of
the Companies during the relation back period. The analysis suggests that:
the Group overdraft balance increased from negative c.$9.9 million in March 2016 to negative c.$11.3 million
immediately prior to appointment;
the overdraft balance of negative c.$11.3 million was only marginally within the overdraft limit of $11.8 million and
did not provide the Group with enough cash and cash equivalents to pay its debts as an when they fell due; and
the Group’s strained liquidity was being managed by the deferring various creditor payments well beyond agreed
terms. Creditor balances were growing and by the time of our appointment there were large amounts owing
which were aged in excess of 90 days.
Aged Creditors as at appointment and March 2016 11.2.2.2
The tables below provides an analysis of the aged creditor balance of the key trading entities as at 31 March 2016
(the beginning of the relation back period) and as at the date of our appointment:
(9,879)(11,299)
(11,800)(13,000)
(12,000)
(11,000)
(10,000)
(9,000)
(8,000)
(7,000)
(6,000)
Mar-16 Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16
A$'0
00
Net cash position - March 2016 to September 2016
Ovderdraft balance Overdraft limit
Hughes Drilling Group aged creditors - at March 2016
A$'000 Current 30 days 60 days 90+ days Total
EHA 309 526 434 5,280 6,549
5% 8% 7% 81%
HD1 1,122 1,100 468 386 3,076
36% 36% 15% 13%
HDL 144 104 7 60 314
46% 33% 2% 19%
HEA 32 428 - - 460
7% 93% 0% 0%
HEH 123 33 - 1 157
78% 21% 0% 1%
JSW 996 753 825 1,242 3,816
26% 20% 22% 33%
Total 2,725 2,944 1,734 6,969 14,373
19.0% 20.5% 12.1% 48.5%
Source: Companies’ creditors’ ledgers at 31 March 2016
D14-161201-S439AReport-HM 34
This analysis highlights:
trade creditor payment terms were being stretched in March 2016 with in excess of 60% of creditor
claims being aged 60 days and older;
Although the total creditor balance decreased by c.$1.2 million in the period March to September,
creditor aging was deteriorating;
approximately 5 creditors had issued notices of demand indicating that the Group faced a liquidity
challenge; and
staff have advised that some suppliers had placed the Companies on “stop supply” and there were
material difficulties in ordering parts and equipment from those suppliers.
These factors further illustrate the strained liquidity of the Group and support a view that the Group was insolvent
prior to our appointment from at least March 2016.
Hughes Group statutory creditor obligations 11.2.2.3
We have reviewed correspondence between the ATO and EHA dating back to March 2016 and for HD1 dating back to
January 2016. This correspondence relates to taxation payment arrangements (in respect of arrears) being entered
into. Total amounts owing to the ATO as at March 2016 and June 2016 were $1.1 million and $1 million, respectively.
The decrease in the amounts owed to the ATO between March and June reflect the Group’s commitment to adhering
to the agreed payment plans for EHA and HD1 but also the Group’s failure to lodge BAS returns. The increase in
amounts owing to the ATO in September 2016 reflects assessments on overdue BAS and PAYG returns dating back to
July 2015.
The table below provides a summary of the amounts owed to the ATO, based on a review of the Companies’ ATO
Business portals. These amounts comprised:
unpaid GST;
unpaid PAYG; and
interest and charges.
Hughes Drilling Group aged creditors - at appointment
A$'000 Current 30 days 60 days 90+ days Total
EHA 247 400 461 3,583 4,691
5% 9% 10% 76%
HD1 269 1,363 248 1,567 3,447
8% 40% 7% 45%
HDL 3 6 112 129 250
1% 3% 45% 51%
HEA 106 113 87 216 523
20% 22% 17% 41%
HEH 176 34 29 363 602
29% 6% 5% 60%
JSW 324 - 904 2,464 3,692
9% 0% 24% 67%
Total 1,125 1,917 1,842 8,323 13,206
8.5% 14.5% 13.9% 63.0%
Source: Companies’ creditors’ ledgers at 22 September 2016
D14-161201-S439AReport-HM 35
In addition to the above, JSW agreed a formal payment arrangement with the WA Office of State Revenue (“WA
OSR”), around 6 April 2016 for outstanding payroll tax liabilities totalling c. $0.4 million. JSW was unable to comply
with the payment plan agreed with the WA OSR.
We reviewed the Companies’ compulsory superannuation guarantee arrears and note that employee super payments
totalling c. $4.4 million dating back to early FY14 were outstanding as at the date of our appointment.
Set out in the table below is a summary of the Hughes Drilling Group’s compulsory superannuation contribution arrears.
There are a number of possible explanations that the Directors may raise in the context of a finding of insolvency which
we have evaluated below:
Capital raisings: we are aware that the Companies were in advanced discussions with several private equity funds in
the period leading up to our appointment (although those discussions were predicated on the secured creditor
accepting a significant discount on the repayment of its principal balance);
Planning to close down or transfer business units to third parties: the Companies’ directors engaged Vantage
Performance in the period prior to our appointment to assist in planning and implementing cost saving initiatives and
the divestment of loss making or marginal businesses. On our assessment, these initiatives were not adequately
implemented;
Seeking debt funding from the secured creditors and third parties: these requests were rejected; and
Seeking interest from third parties to sell specific assets: there is no evidence of directors achieving any material
success in this regard.
Administrators’ conclusions regarding solvency 11.2.3
Solvency is a question of fact to be ascertained from a consideration of a company’s financial position as a whole.
However, Australian Courts have determined that the primary test of solvency is a cash flow test. Our analysis above,
highlights that:
Amounts owed to the ATO
A$'000 March 2016 June 2016 September 2016
EHA 216 75 1,255
HD1 885 - 4,210
HD2 (88) 34 35
HDC 86 866 931
HDL 34 1 (48)
HEA - 49 98
HEH - - 32
JSW (7) - 4,388
Total 1,126 1,025 10,901
Source: Hughes Drilling Group ATO Business Portal statements
Superannuation contribution arrears
A$'000 March 2016 June 2016 September 2016
HD1 1,294,259 1,783,543 2,535,250
HDC 97,518 142,063 214,453
EHA 149,645 208,886 299,009
HEC - - 22,967
HDL 36,933 40,496 43,305
HEH - - 3,569
JSW 393,170 719,189 1,270,639
Hughes Drilling Group total 1,971,526 2,894,177 4,389,192
Source: Hughes Drilling books and records
D14-161201-S439AReport-HM 36
By FY16, there was a deficiency in current assets over current liabilities. This position is significantly worse when an
adjustment to the carrying value of inventory is made in June 2016.
The Companies were unable to negotiate any additional debt finance and their assets were fully secured to Westpac.
The Companies consistently operated at or near the limits of the overdraft / debt facilities, notwithstanding that
creditor balances were growing and increasing in age.
Statutory creditors and employee superannuation obligations had fallen substantially behind and the Companies were
unable to meet those obligations as and when they fell due.
These financial challenges appear to have existed from at least March 2016 (and possibly earlier).
After consideration of all of the relevant factors (including the above defences), our preliminary assessment is that, on
balance, a liquidator may have a reasonable basis for arguing that the Companies traded whilst insolvent from at least
31 March 2016.
We emphasise that this conclusion is strictly preliminary and forming a final view would require additional investigation
and analysis by a liquidator of the Companies, should one or more of the Companies be wound up. In deciding whether
to pursue any insolvent trading claim, a liquidator would need to weigh up the costs of pursuing the claim against any
potential recoveries that could be realised for the benefit of creditors (including whether the defendant director has
sufficient resources to meet any claims).
In the event that we are appointed as liquidators of one or more of the Companies, we would conduct further analysis and
assessment of those issues.
Estimated quantification of potential insolvent trading claim 11.2.4
Having estimated that the Companies were potentially insolvent from 31 March 2016, we have reviewed the creditors
whose debts were incurred in the period from 31 March 2016 until the date of appointment of the Administrators.
Personal liability for trading a company whilst insolvent will only apply where Directors have caused the Companies to
incur fresh liabilities at a time when they were insolvent.
An estimate of the value of the debts incurred during this period, by main operating entities, is set out in the table below:
Our preliminary view is that there appears to be evidence supporting a potential claim for insolvent trading against the
Directors of the Companies. This claim (taking into account a broad assumption for costs) may have a face value of
approximately $5.5 million and $4.0 million for JSW and HD1 respectively, based on our preliminary estimates of the debts
incurred during the period when we believe that insolvency may be established.
However, due to the preliminary state of our investigations, there are many factors which cannot be determined.
Attempting to estimate an accurate return from these potential claims would be so challenging as to risk being materially
misleading.
Factors which would need to be taken into account include:
further analysis needed to determine when the unpaid debts were incurred;
further detailed investigation of the date at which insolvency can be determined;
whether statutory defences may be available to all or some of the directors;
risks attendant with our lack of knowledge regarding the financial position of the directors;
Hughes Drilling Group - value of debts incurred from 1 April 2016
A$'000 EHA HD1 HDL HEA HEH JSW Total
Trade creditors 4,691 3,447 250 523 602 3,692 13,206
Superannuation 90 752 3 23 4 551 1,423
Taxation - ATO 1,039 1,216 (82) 98 32 2,940 5,243
Total 5,820 5,415 171 644 638 7,184 19,871
Source: Companies’ creditors’ ledgers at 22 September 2016, ATO Business Portal statements and books and records
Note: Dotted red line around the proposed DOCA entities
D14-161201-S439AReport-HM 37
clarification around whether an insurance policy may respond to such a claim;
the significant costs that may be incurred in prosecuting a potential insolvent trading claim; and
challenges with obtaining funding, and potentially exposure to litigation funding costs.
Voidable transactions 11.3
Unfair preference claims – third party trade creditors 11.3.1
Our preliminary investigations have identified payments to a number of creditors in respect of overdue invoices in the
period leading up to our appointment that may constitute unfair preferences recoverable if the Companies are wound up.
The value of the transactions is summarised:
Similar to insolvent trading actions, there are a range of defences available to parties that received a payment identified as
a potential unfair preference. These defences would need to be evaluated prior to commencing recovery action.
We note that our investigations to date are preliminary. If the Company is wound up, further investigations and a cost
benefit analysis of pursuing recovery action will need to be undertaken in relation to the potential matters referred to
above.
We note that the value of the potential preference recovery actions should JSW and HD1 be placed into liquidation may
be materially relevant given that there are DOCA proposals that relate to these two companies. However, there are a range
of matters that might impact the ultimate recovery on these potential preference claims that include:
the possible application of the running account principle, which may reduce the face value of the claims identified;
the availability of statutory defences and other counter arguments such as that the creditor held security; and
the costs associated with collection, including possibly litigating the claims, with the attendant litigation risk.
As a consequence, we consider that placing a value on the potential outcome of such claims may be materially misleading
and in addition, given the extent of foreshadowed shortfall to unsecured creditors set out in section 14 below, the
potential quantum of recoveries from unfair preferences has no impact on the outcome for this class of creditors.
Uncommercial transactions 11.4
We were advised that there may have been instances where Reichdrill Inc. (based in the USA) overcharged for goods
supplied to the Companies (primarily HD1 and JSW). This issue would require further investigation and it is possible that
the transactions were accounted for in intercompany loan accounts and balances with no cash impact. Ultimately we
believe that there is a low likelihood of recovery and therefore have not placed any monetary value on this potential claim
for the purposes of this report.
To date there have been no other uncommercial transaction identified. If the Company is wound up, further investigations
and a cost benefit analysis of pursuing recovery action on any transactions subsequently identified would need to be
undertaken.
Potential preference claims
A$'000 EHA HD1 HDC HDL HEH JSW Total
Creditor 1 120 300 203 20 - 255 899
Creditor 2 - - - 206 - - 206
Creditor 3 - - - - 121 - 121
Creditor 4 - - - - - 75 75
Creditor 5 - - - - - 163 163
Creditor 6 66 - - - - - 66
Creditor 7 67 - - - - - 67
Total 253 300 203 226 121 493 1,597
Note: Red dotted line around proposed DOCA entities
Source: Companies’ books and records
D14-161201-S439AReport-HM 38
Unfair loans and unreasonable director related transactions 11.5
At this stage, we have not identified any transactions that would be considered unfair loans by any of the Companies in
the Group under the Act. Nor have we identified any unreasonable director related transactions that may be recoverable
as against the directors of the Companies.
Breach of Directors’ duties 11.6
Our preliminary investigations indicate that the Companies’ Directors may have breached their duties in respect of:
As outlined in Section 6 titled “Books and Records”, we believe that there may be a possible failure to comply with
s286 of the Act. Our review of the Companies books and records indicated that there was a significant deficiency in
the Companies’ inventory management system. This deficiency may have led to a material overstatement of inventory
values in the Companies’ financial statements. These issues may be so material that there is a failure to comply with
s286.
Deed of Cross Guarantee:
The Company’s financial statements (Note 32 of the Hughes Drilling Limited FY15 audited accounts, and other
historical audited accounts) identified a Deed of Cross Guarantee (“the Deed”) which purportedly existed between
the Group entities under which each entity guaranteed the debts of the others. It would have also enabled the
Companies to prepare consolidated financial accounts, under ASIC Class Order 98/1418. The Group’s consolidated
financial report were also prepared on this basis;
On investigation, it appears that there was no Deed. A review of ASIC’s lodgement records confirmed that a Deed
had not been lodged with ASIC; and
The Administrators have requested a copy of the Deed from the current and previous auditors of the Companies,
with both parties confirming that they do not hold a copy of the Deed. The auditors who signed off the FY15
accounts have indicated that they now believe Note 32 to be an error.
It is our current understanding that no Deed exists.
These issues would require further investigation by a liquidator if appointed to one or more of the Companies, including a
legal analysis of what parties, if any, have a right to claim and the quantification of that claim.
D14-161201-S439AReport-HM 39
Options available to Creditors 12
As Administrators, we are required to provide creditors with a statement of our opinion about each of the courses of
action in respect of which creditors are entitled to vote at the meetings on 8 December 2016.
The matters requiring our opinion are:
whether it would be in the creditors’ interests for the administrations to end with control of the Companies reverting
to the Directors;
whether it would be in the creditors’ interests for the Companies to execute a DOCA; or
whether it would be in the creditors’ interests for the Companies to be wound up.
In addition, creditors are entitled to adjourn the meetings for up to 45 business days.
Deed of Company Arrangement 12.1
A DOCA is a binding arrangement between a company and its creditors governing how the company’s affairs will be dealt
with. It aims to maximise the chances of the company, or as much as possible of its business, continuing, or to provide a
better return for creditors than an immediate winding up. A DOCA binds all unsecured creditors, even if they voted
against the proposal.
The advantages to parties of acquiring the Companies’ assets through a DOCA rather than through an asset sale may
include:
it provides an opportunity for the Companies’ existing structure to be preserved. This has advantages for existing
customer and supplier arrangements;
there may be tax related advantages in relation to continuing the Companies’ business via the existing corporate
structure (e.g. franking credits, capital losses, trading losses); and
it provides flexibility around a sale of the equity and debt.
We have received a joint proposal from turnaround fund manager Allegro and mining contractor NRW to restructure and
recapitalise HD1 and JSW, whilst maintaining (through a "holding DOCA") the status quo in respect of HDL, pending
further investigations and negotiations for the future of HDL.
There is no DOCA proposed for the remaining entities within the group and creditors should vote for those entities to be
placed into liquidation.
Administration to end 12.2
Creditors may consider ending the administrations and returning the control of the Companies to Directors. We do not
believe this is an acceptable option, given the Companies are without funds to meet creditor liabilities and therefore
insolvent.
In our opinion, it is not in the best interests of creditors of any of the Hughes Drilling Group entities to vote for the
administrations to end.
The company to be wound up 12.3
An Administrator would usually recommend that creditors vote for an insolvent company to be wound up in the absence
of an acceptable DOCA proposal. An Administrator would also recommend liquidation in preference to a DOCA if there is
a strong likelihood that recoveries in liquidation which may include voidable transaction recoveries (which are only
recoverable by a liquidator) would improve the return to creditors in comparison to the return expected under a DOCA.
The liquidation of the Companies would involve:
termination of employees and discontinuance of business operations;
sale of the Companies’ assets by a liquidator;
The Administrators recommend acceptance of the Allegro and NRW proposals by creditors of HDI, JSW and HDL.
Further details on the proposed DOCAs are included in Section 13.1 and 13.2.
D14-161201-S439AReport-HM 40
the completion of a more detailed investigation into the affairs of the Companies and the conduct of their Directors
and potentially pursuing claims against directors;
further enquiries with regard to recovering potential insolvent trading and voidable transaction actions;
reporting to ASIC in relation to offences (if any) committed by the Directors of the Companies; and
adjudication of creditor claims and payment of dividends.
The costs of administering the liquidation would depend to a large extent on the time taken to recover assets from remote
locations and sell those assets, pursuing recoveries from customers (which would be problematic where the Companies
have failed to comply with contract terms) and, the outcome of investigations in relation to voidable transactions and
other recovery actions.
DOCA proposal 13
A consortium comprising turnaround fund manager Allegro Funds Pty Ltd (“Allegro”) and mining contractor NRW Holdings
Limited (“NRW”) (“the “DOCA Proponents”) have proposed a transaction which (1) recapitalises JSW and HD1 via one
DOCA ("JSW-HD1 DOCA"); and (2) in effect defers, through a second DOCA ("HDL DOCA"), the final decision in relation to
the future of HDL until a later point in time.. The proposed transaction includes the following features:
Conditional pre-DOCA restructure: 13.1
The Administrators propose, prior to the Second Meeting of Creditors, to transfer the shares of EHA from HD1 to
another non-DOCA entity within the group to facilitate the subsequent implementation of the proposed JSW-HD1
DOCA (where EHA is not part of the JSW-HD1 DOCA proposal and is expected to be wound up with the other non-
DOCA entities).
Subject to approval of the DOCAs by creditors, the Administrators will:
transfer the employment of a limited number of employees from non-DOCA entities to HD1, along with the
employee entitlements for those employees;
transfer certain equipment between JSW and HD1;
transfer certain inventory held by non-DOCA entities to HD1 at a price equal to the current value of that
equipment,
(together, "the Reorganisation").
JSW-HD1 DOCA 13.2
Key terms of the JSW-HD1 DOCA 13.2.1
The Administrators will become the Deed Administrators of the JSW-HD1 DOCA;
The DOCA Proponents will make a payment of $20 million (“the Deed Fund”) as consideration for the shares in JSW
and HD1;
A creditors' trust (“the Trust”) will be immediately established under a Creditors' Trust Deed for the benefit of the
creditors of HD1 and JSW with:
the Deed Fund (less any consideration payable by JSW or HD1 to one or more non-DOCA entities for the transfers
of assets contemplated by the Reorganisation) being paid into the Trust;
the Deed Administrators being appointed trustees of the Trust ("Trustees"); and
the following assets being transferred into the Trust, to be realised by the Trustee.
> all cash held by the Administrators or the Deed Administrators in their capacities as administrators or deed
administrators of JSW and HD1; and
We have not received a DOCA proposal for AGD, EDMSM, EDMSO, EHA, GOS, HDJSW, HD2, HDC, HEH, HEA or
REI. As these entities are insolvent and no DOCA has been proposed, the Administrators’ recommend that
creditors of these entities vote in favour of each being placed into liquidation.
D14-161201-S439AReport-HM 41
> any intercompany debts owed to JSW or HD1 by another Hughes Drilling group company.
Save for expressly excluded claims, all creditor claims against HD1 and JSW arising before the date of appointment of
the Administrators to JSW and HD1 (that is, 22 September 2016) will be extinguished as against HD1 and JSW, and
will instead become claims against the Trust. In other words, on completion of the DOCA, most creditors of HD1 and
JSW will cease to be creditors of those companies, and will instead become beneficiaries of the Trust.
Excluded claims will include liabilities in respect of:
employees who will continue their employment with JSW or HD1 following completion of the DOCA (other than
liabilities for unpaid superannuation);
certain finance leases;
certain contracts to which JSW or HD1 is a party and which will remain on foot following the execution and
completion of the DOCA; and
insurance proceeds (under third party insurance contracts), which liabilities would have been accorded priority
under section 562 of the Corporations Act, if that section were to apply.
Creditors with excluded claims will continue to be able to claim against JSW and HD1 in respect of those specific
liabilities, following the completion of the DOCA. However, they will not be entitled to participate in any distributions
from the Trust in respect of those claims.
The Trustees will distribute funds in the Trust in the following order:
first, to the Administrators or Deed Administrators for any amount which they are entitled to be paid or
indemnified for under the JSW-HD1 DOCA, including all debts and liabilities incurred by them during the
administration and deed administration of JSW and HD1;
next, to the Trustees of the Creditors' Trust Deed in satisfaction of their remuneration and costs;
next, in satisfaction of any claims of employee-creditors (including the ATO in respect of superannuation
guarantee charges) against JSW and HD1, which claims would have been accorded priority over other unsecured
claims, if sections 556(1)(e), (g) and (h) of the Corporations Act were to apply;
next, to the Bank, as first ranking secured creditor of JSW and HD1;
next, to Nicholas Silverthorne and Maureen Silverthorne as trustees for the Silverthorne Trust (“Silverthorne”), as
second ranking creditor of JSW (however, the Administrators do not expect there to be any residual funds
available for distributions to Silverthorne); and
next, to the unsecured creditors on a pro rata basis (however, the Administrators do not expect there to be any
residual funds available for distributions to unsecured creditors).
All shares in JSW (currently held by HD JSW) will be transferred to Allegro or its nominee. The minority shareholding
in JSW will also be transferred to Allegro or its nominee by agreement with that minority shareholder;
All shares in HD1 will be transferred to NRW or its nominee;
Upon:
the Reorganisation being effected;
the DOCA Proponents (or their nominees) acquiring all of the shares in HD1 and JSW;
payment of the Deed Fund by the DOCA Proponents into the Trust; and
releases of relevant security interests registered against JSW and HD1 being effected,
but before any distributions from the Trust are made, the JSW-HD1 DOCA will be effectuated and terminated, and
HD1 and JSW will cease to be subject to Deed of Company Arrangement.
Pre-conditions to completion of DOCA 13.2.2
The completion of the JSW-HD1 DOCA will be conditional upon, and will occur after, satisfaction of the following
conditions:
Third party consents or waivers being provided in respect of certain contracts to which JSW or HD1 are a party;
D14-161201-S439AReport-HM 42
Certain secured creditors voting in favour of the JSW-HD1 DOCA;
Completion of the Reorganisation;
There being no material work health and safety event in the businesses run by JSW and HD1 in the period prior to
completion of the JSW-HD1 DOCA; and
Execution of the Creditors’ Trust Deed.
Trustees’ details and proposed remuneration 13.2.3
Jason Preston, Shaun Fraser and Jamie Harris, the Administrators, are proposed to be appointed as Trustees of the
Trust. All are Chartered Accountants, registered liquidators and each have in excess of 15 years’ professional
experience in the insolvency industry. The Administrators consider that they have the requisite skill and competencies
to be the Trustees.
They hold professional indemnity insurance in excess of $20 million. No performance bond has been provided as
security and no indemnities will be provided. In accordance with usual practice, the Creditors' Trust Deed will provide
the Trustees with an indemnity out of the Creditors’ Trust assets in a similar manner to the Administrators being
indemnified out of the Company’s assets. We are not aware of any requirements for the Trustees to hold an AFSL for
the purpose of the Creditors Trust.
The basis of the Trustees’ remuneration will be consistent with that of the Administrators and proposed Deed
Administrators, to be calculated based on time spent at McGrathNicol standard hourly rates.
Our estimate of future remuneration covering the activities to be undertaken by the Trustees is included in Annexure E
to this report and is to be drawn as and when incurred (subject to prior creditor approval). The Trustees’
remuneration will retain its priority for payment in a similar manner as the remuneration of the Administrators.
Operation of the Creditors' Trust Deed 13.2.4
The provisions in the Creditors' Trust Deed will adopt the order of priority set out in Section 556(1) of the Act, which
would otherwise be in place if the companies were placed into liquidation and the Trustees were appointed as
Liquidators.
The Trustees will have the responsibility for:
realising any remaining assets;
calling for and adjudicating on creditor (beneficiary) claims; and
payment of distributions to creditors.
The Creditors' Trust Deed will be governed by the law of New South Wales and will be subject to the Trustee Act of
New South Wales (1925 No.14). As a Creditors' Trust is not specifically governed by the Corporations Act, the powers
and responsibilities of the Trustees will be expressly set out in the Trust Deed and as far as possible, mirror the
provisions of the Corporations Act as they apply to Deeds of Company Arrangement.
Accordingly, there are not likely to be any significant deficiencies in the powers of the Trustees to perform the
functions under the DOCA or the Creditors' Trust Deed.
A copy of the Creditors' Trust Deed will be annexed to the DOCA. These documents will be lodged with ASIC and be
publicly available.
Employee claims under a Trust 13.2.5
When a company is placed into liquidation, employee creditors may be entitled to make a claim under the Fair
Entitlement Guarantee Scheme (“FEG”).
This option will not be available to employees of JSW and HD1 under the proposed DOCA and Creditors’ Trust,
however, it is expected that employee-creditors of JSW and HD1 will receive full payment of their crystallised
entitlements under the proposed DOCA/Creditors’ Trust. In addition, the majority of existing employees of JSW and
HD1 will also have the benefit of continued employment with those companies, and their ability to claim against the
companies (other than in respect of unpaid superannuation contributions) will be preserved following effectuation of
the DOCA.
D14-161201-S439AReport-HM 43
In the event the DOCA is terminated (due to the DOCA terms not being achieved), and the Company is placed into
liquidation, employee creditors will be able to lodge a claim under FEG.
Potential tax implications of a Trust 13.2.6
We have not conducted any detailed assessment or sought taxation advice in relation to the proposed arrangements.
We advise creditors to seek their own independent, professional advice in relation to their individual taxation
circumstances.
Other information about the Trust 13.2.7
Having regard to ASIC’s Regulatory Guide 82 – External administration: Deeds of company arrangement involving a
creditors’ trust (“RG 82”), the Administrators further note the following:
Reasons why the JSW-HD1
DOCA involves a creditors’
trust
The DOCA Proponents have proposed the use of a creditors’ trust in the context of
the JSW-HD1 DOCA.
The Administrators understand that one reason for the use of a creditors’ trust is to
enable JSW and HD1 to exit all forms of external administration, and resume normal
operations of their businesses, as soon as possible after the second meeting of
creditors. In particular, this would allow the directors of JSW and HD1 (including any
new directors) to regain full control of the companies and the companies will no
longer be required to use the notification “subject to deed of company arrangement”
on their public documents.
The Administrators consider that returns to creditors, and the timing of payment,
under a DOCA involving creditors’ trust will not be materially different to those under
DOCA which does not involve a creditors’ trust. On the other hand, a DOCA without
a creditors’ trust will be less attractive, and might not be acceptable to, the DOCA
Proponents.
Key events and timing The key events under the JSW-HD1 DOCA proposal and the estimated timing of
those events are as follows:
(a) Execution of the DOCA is likely to occur on the day of the second meeting of
creditors (that is, on 8 December 2016);
(b) Completion of the Reorganisation is likely to occur on the same day as the
DOCA is executed;
(c) Creation of the Trust by execution of the Creditor will, again, occur on the same
day as the DOCA is executed;
(d) Payment by the DOCA Proponents of the Deed Fund (less any relevant
deductions) into the Trust fund will occur one business day after the execution of the
JSW-HD1 DOCA (that is, most likely, on 9 December 2016);
(e) Transfer of shares in JSW and HD1 to the DOCA Proponents will occur on the
day payment of the Deed Fund is made (most likely 9 December 2016).
(f) Releases and extinguishment of all creditors’ claims (other than excluded claims)
against JSW and HD1, and substitution with rights as beneficiaries of the Trust, will
take effect on the day payment of the Deed Fund is made (most likely, 9 December
2016). This addresses some of the key risks to creditors identified in paragraphs
1.8(a)(ii) and 1.8(b) of RG 82.
(g) Effectuation and termination of the DOCA will occur on the same day as the
payment of the Deed Fund and the transfer of shares in JSW and HD1.
(h) Distributions to beneficiaries of the Trust are expected to occur within 2 to 3
months after termination of the DOCA.
D14-161201-S439AReport-HM 44
In other words, there may be a short time gap between the date on which:
the JSW-HD1 DOCA is effectuated (and creditors’ claims against JSW and HD1
extinguished); and
creditors (who will become beneficiaries of the Trust) will receive payments from
the Trust fund.
Return to creditors This is explained in detail in section 14 of this report. In summary, the Administrators
anticipate that:
Claims of employee-creditors of JSW and HD1 (whose claims have crystallised,
for example, by reason of retrenchment) and claims of the ATO against JSW and
HD1 (in respect of unpaid superannuation guarantee charge) will be paid in full
from the Trust fund;
Westpac, being the primary secured creditor of JSW and HD1, will receive the
balance of the Trust fund in partial repayment of the secured debt; and
Silverthorne and unsecured creditors of JSW and HD1 will not receive any
distributions.
Powers of Trustees Powers of the Trustees will be provided for and governed by the terms of the
Creditors’ Trust Deed. It is anticipated that the Creditors’ Trust Deed will provide for
broad powers of the Trustees to administer the Trust and realise Trust assets.
Claims of creditors Creditors’ claims (other than excluded claims) which arose before the date of
appointment of the Administrators (22 September 2016) the will be extinguished and
replaced by an entitlement to claim as a beneficiary of the Trust.
The Trustee will adjudicate and determine those beneficiary claims in a similar
manner as a liquidator would if JSW and HD1 were in liquidation.
Other creditor / beneficiary
differences
The protections and rights that creditors would have under the Corporations Act as
creditors of companies subject to a DOCA might not be identical to the protections
and rights they would enjoy as beneficiaries of the proposed Trust.
For example, beneficiaries of the proposed Trust may not have the same ability to
challenge decisions, actions or omissions of the Trustees, as creditors would as
against a deed administrator. In addition, the Trustees will not have the same
reporting obligations, or accountability to creditors, the Court or ASIC, as a deed
administrator would in relation to a company subject to a DOCA.
In negotiating the terms of the Creditors’ Trust Deed, the Administrators will ensure
that those terms provide for adequate protection of beneficiaries.
Compliance opinion The Administrators are of the opinion that the DOCA Proponents are likely to able to
comply with their obligations under the DOCA proposal (including their obligation to
pay the Deed Fund into the Trust), if the JSW-HD1 DOCA is approved by creditors.
Solvency statement Having regard to the proposed extinguishment of creditors’ claims under the DOCA
and the financial capacity of DOCA Proponents, the Administrators are of the opinion
that JSW and HD1 will be solvent at the date of effectuation of the JSW-HD1 DOCA,
should that DOCA be wholly effectuated on the terms proposed.
In our opinion, the Administrators consider that the Trust is consistent with the objectives of Part 5.3A set out in
section 435A of the Corporations Act. More specifically, the Administrators consider the Trust to be:
In the interests of creditors as a whole;
D14-161201-S439AReport-HM 45
In accordance the purpose and policy of Part 5.3A; and
Consistent with public interest.
HDL DOCA 13.3
The DOCA Proponents also propose a holding DOCA for HDL for the purpose of allowing the Administrators (who will
become the Deed Administrators) to investigate potential claims and to explore a sale of the ASX listed shell of HDL.
The HDL DOCA is intended to be put in place for 6 months and (unless extended by creditors) will terminate
automatically at the end of that period if a recapitalisation of HDL has not been achieved, following which HDL will be
wound up.
The Deed Administrators will also have the power to convene a meeting of creditors to consider the termination of
the HDL DOCA at any time after 90 days following its commencement date, if they form the view that a proposal for
HDL's recapitalisation is unlikely to be received or any proposal is unlikely to be in a form which the Deed
Administrators will be able to recommend to creditors having regard to, amongst other things, the Deed
Administrators’ assessment of potential claims which could be pursued by HDL if it were to be wound up.
Under the HDL DOCA:
no property of HDL will be available for distribution to creditors;
there will be no release of claims by or against HDL during the term of the HDL DOCA;
there will be a moratorium on the enforcement of claims against HDL during the term of the HDL DOCA; and
if a suitable proposal for the recapitalisation of HDL is received during the term of the HDL DOCA, the Deed
Administrators will convene a meeting of creditors to consider a variation to the HDL DOCA to facilitate the
proposed recapitalisation.
The proposed holding DOCA does not give rise to any concerns identified in paragraphs 1.23 to 1.25 of RG 82.
D14-161201-S439AReport-HM 46
Anticipated return to creditors 14
As outlined in section 12, we recommend that:
the creditors of HD1 and JSW vote in favour of the proposed JSW-HD1 DOCA,;
the creditors of HDL vote in favour of the proposed HDL DOCA; and
the creditors of all other entities vote in favour of each being placed into liquidation.
In sections 14.1.1 and 14.1.2, we outline the difference in the estimated outcomes for creditors of HD1 and JSW in
liquidation and under the proposed JSW-HD1 DOCA.
In section 14.1.3, we outline the difference in the estimated outcomes for creditors of HDL in an immediate liquidation and
under the proposed HDL DOCA.
D14-161201-S439AReport-HM 47
HD1 14.1.1
Our current estimate of the return available to creditors of HD1 on a ‘high’ and ‘low’ basis under a liquidation scenario,
and on the proposed DOCA, is set out below.
Key points:
In both the ‘high’ and ‘low’ liquidation scenarios there are insufficient funds available from circulating asset recoveries
to pay priority employee creditor claims in full. We note that under a liquidation scenario, employees would gain
access to the Federal Government’s Fair Entitlement Guarantee Scheme (“FEG”), allowing them to claim reimbursement
Estimated outcome statement - HD1
DOCA
$'000 Notes Low High
Circulating asset recoveries
DOCA fund / cash on hand - - 5,337
Pre-appointment debtors 2,874 2,874 -
Pre-appointment WIP 1,779 1,779 -
Inventory 81 81 -
Other recoveries (including potential Liquidators' recoveries) -
Total estimated circulating recoveries 4,733 4,733 5,337
Professional fees (558) (558) (448)
Trading costs of administration (1,820) (1,502) (1,303)
Other costs (including those for potential Liquidators' recoveries) -
Net funds available to priority creditors 2,356 2,674 3,585
Priority creditors claims
Unpaid superannuation 1 (2,797) (2,797) (2,797)
Priority creditors - entitlements 2 (7,848) (7,848) (788)
Surplus / (shortfall) to priority / secured creditors 3 (8,289) (7,971) 0
Non-circulating asset recoveries
Plant and equipment - remaining 7,026 7,729 -
Plant and equipment - subject to offer - - 11,106
Plant and equipment (net of realisation costs) 5,944 6,952 11,106
Total estimated non-circulating recoveries 5,944 6,952 11,106
Professional fees (554) (554) (448)
Trading costs of administration (1,440) (1,123) (3,695)
Surplus / (shortfall) to secured creditor 3 3,950 5,275 6,963
Estimated return to creditors - HD1
DOCA
$'000 Notes Low High
HD1
Priority - unpaid super 1 2,356 2,674 2,797
Priority - other employee claims 2 Nil Nil 788
Secured 3 3,950 5,275 6,963
Ordinary unsecured Nil Nil Nil
Total 2,356 2,674 2,797
Notes:
Liquidation
3: The secured creditor return is presented on a standalone basis for each entity. Overall secured creditor return is maximised
under the DOCA.
Liquidation
1: Total unpaid superannuation guarantee charge of $2.8 million for HD1 is paid in full under the DOCA.
There is a shortfall from circulating recoveries in both the low and high case liquidation scenarios.
2: In a DOCA the majority of employees continue their employment with entitlements preserved. Claims for priority creditors
which have crystalised are paid in full via the DOCA.
Unable to be estimated
Unable to be estimated
D14-161201-S439AReport-HM 48
of their outstanding entitlements (subject to FEG approval and excluding unpaid superannuation). In those
circumstances, FEG would have a right of subrogation in relation to any employee claim paid.
Through a DOCA, the majority of employees will continue to work for HD1, with their entitlements continuing against
the recapitalised entity. Any employees of HD1 that do not continue employment will have their outstanding
entitlements paid in full through proceeds of the DOCA Fund.
There is no return forecast under any scenario for unsecured creditors or shareholders.
In the DOCA proposal, a number of the leases are paid out or
The above liquidation analysis does not include any recoveries from voidable transactions or insolvent trading claims.
As outlined in section 11.2.4, the value of the potential insolvent trading claim is uncertain. Similarly, as outlined in
section 11.3 the value of potentially voidable transactions identified in our investigations are low ($300,00 for HD1)
and recovery is uncertain. Even if these amounts were recovered, we consider the net recovery (after costs) would be
fully applied to priority creditor claims and there would be no benefit to unsecured creditors.
An important consideration in the assessment of DOCA v liquidation outcomes is risk. A liquidation would be
complex, involve the termination of contracts (potentially crystallising significant damages claims from contract
customers), terminating employees and the realisation of plant and equipment in fire sale circumstances. As a result,
there will be significant risk associated with liquidation.
By contrast, the DOCA preserves the ongoing business of HD1, while providing certainty and is capable of execution in
a relatively short timeframe.
D14-161201-S439AReport-HM 49
JSW 14.1.2
Our current estimate of the return available to creditors of JSW on a ‘high’ and ‘low’ basis under a liquidation scenario,
and on the proposed DOCA is set out below.
Estimated outcome statement - JSW
DOCA
$'000 Notes Low High
Circulating asset recoveries
DOCA fund / cash on hand - - 2,697
Pre-appointment debtors 1,459 1,459 -
Pre-appointment WIP 2,814 2,814 -
Inventory 321 321 -
Other recoveries (including potential Liquidators' recoveries) -
Total estimated circulating recoveries 4,595 4,595 2,697
Professional fees (673) (673) (563)
Trading costs of administration (1,106) (886) (769)
Other costs (including those for potential Liquidators' recoveries) -
Net funds available to priority creditors 2,816 3,036 1,364
Priority creditors claims
Unpaid superannuation 1 (1,364) (1,364) (1,364)
Priority creditors - entitlements 2 (2,152) (2,152) -
Surplus / (shortfall) to priority / secured creditors 3 (700) (480) (0)
Non-circulating asset recoveries
Plant and equipment (net of realisation costs) 6,000 6,916 8,420
Professional fees (661) (661) (563)
Trading costs of administration (994) (774) (2,626)
Surplus / (shortfall) to secured creditor 3 4,345 5,481 5,231
Estimated return to creditors - JSW
DOCA
$'000 Notes Low High
HD1
Priority - unpaid super 1 1,364 1,364 1,364
Priority - other employee claims 2 1,452 1,672 -
Secured 3 4,345 5,481 5,231
Ordinary unsecured Nil Nil Nil
Total 7,161 8,517 6,595
Notes:
3: The secured creditor return is presented on a standalone basis for each entity. Overall secured creditor return is maximised
under the DOCA.
1: Total unpaid superannuation guarantee charge ("SGC") of $1.4m million for JSW is paid in full under the DOCA. There is a
surplus from circulating asset recoveries in both the low and high case liquidation scenarios to pay the SGC liability in full.
2: Under DOCA, the majority of employees continue their employment with entitlements preserved.
Liquidation
Liquidation
Unable to be estimated
Unable to be estimated
D14-161201-S439AReport-HM 50
Key points:
In all scenarios, there are sufficient funds available from circulating asset recoveries to pay the unpaid superannuation
amounts in full.
In both the ‘high’ and ‘low’ liquidation scenarios, after the payment of unpaid superannuation, there are insufficient
funds available from circulating asset recoveries remaining to pay other priority employee creditor claims in full. We
note that under a liquidation scenario, employees would gain access to the federal government’s Fair Entitlement
Guarantee Scheme (“FEG”), allowing them to claim reimbursement of their outstanding entitlements (subject to FEG
approval and excluding unpaid superannuation). However, FEG has a right of subrogation to any employee claim
paid.
Under a DOCA, the majority of employees will continue employment, with their entitlements continuing against the
recapitalised entity.
The return to the secured creditor is better under DOCA than our estimate of the return from a liquidation.
There is no return forecast under any scenario for unsecured creditors or shareholders.
The above analysis does not include any recoveries from voidable transactions or insolvent trading claims. As outlined
in section 11.2.4, the value of the potential insolvent trading claim is uncertain. Similarly, as outlined in section 11.3
the value of potentially voidable transactions identified in our investigations is low ($493,000 for JSW) and recovery
uncertain. Even if these amounts were recovered, we consider the net recovery (after costs) would be fully applied to
priority creditor claims and there would be no benefit to unsecured creditors.
An important consideration in the assessment of DOCA v liquidation outcomes is risk. A liquidation would be
complex, involve the termination of contracts (potentially crystallising significant damages claims from contract
customers), terminating employees and the realisation of plant and equipment in fire sale circumstances. As a result,
there will be significant risk associated with liquidation.
By contrast, the DOCA preserves the ongoing business of JSW, while providing certainty and is capable of execution in
a relatively short timeframe.
HDL 14.1.3
Under the HDL DOCA, as it is a holding DOCA only, there will be no assessment of claims and no distributions to
creditors. Accordingly, at this time there is no comparator in relation to the potential outcome in liquidation.
D14-161201-S439AReport-HM 51
Creditor information on remuneration 15
Annexure E of this Report deals with:
remuneration incurred for the period 22 September 2016 to 18 November 2016;
remuneration forecast to be incurred for the period 19 November 2016 to 8 December 2016; and
remuneration forecast to be incurred for the period 9 December 2016 to 27 January 2017, under each of the
outcomes available to creditors.
Receipts and payments 16
Details of receipts and payments during the Administration are detailed in Annexure E.
Committee of inspection 17
In the event that creditors resolve that the Companies be wound up, the Act provides that a Committee of Inspection
(“COI”) may be formed.
In these circumstances, a COI would provide the Liquidators with a sounding board as to likely creditor views on any
contentious issues, and may approve certain matters (for example compromises of claims and remuneration requests).
At the meeting of creditors convened for 8 December 2016, for those entities being placed in liquidation, creditors will be
invited to consider whether a COI should be formed, and if so, to nominate members.
Second Meetings of Creditors 18
The second meetings of creditors for each company have been convened to be held on Thursday, 8 December 2016 at
1:00pm AEST Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000.
Creditors will also be able to attend via video conference from Cliftons Perth, Level 4, Parmelia House, 191 St Georges
Terrace, Perth WA 6000.
Creditors who intend to vote at the meeting are required to lodge a formal proof of debt with Link Market Services.
Creditors who have already lodged a proof of debt do not need to complete a new proof. A blank proof of debt form is
included at Annexure G.
Creditors may exercise their right to vote by voting at the meeting in person, by appointing a proxy or by postal vote. The
proxy forms lodged by creditors for the first meeting cannot be used for the second meeting. Accordingly, creditors should
ensure that a proxy form, power of attorney or evidence of appointment of a company representative is completed and
lodged with Link Market Services. A blank proxy form is included at Annexure H.
Under the Act, the proxy forms lodged by creditors for the first meeting cannot be used for the second meeting.
Accordingly, creditors who are unable to attend the meeting and wish to be represented should ensure that a proxy form,
power of attorney or evidence of appointment of a company representative is completed.
Documents may be lodged with Link Market Services prior to the meeting or may be brought to the meeting. Registration
for the meeting will commence at 12pm AEST on the day of the meeting.
Creditors who are interstate and unable to attend, a copy of the minutes of the meetings will be made available on our
website (www.mcgrathnicol.com) after the meetings.
D14-161201-S439AReport-HM 52
Contact 19
ASIC’s “Insolvency information for directors, employees, creditors and shareholders is included at Annexure I.
For all further enquires please refer to:
McGrathNicol Website
http://www.mcgrathnicol.com/assignments/
Link Market Services
Creditor Hotline: 1300 365 798
Email: [email protected]
Dated Thursday, 1 December 2016
Shaun Fraser
Joint and Several Administrator
Jason Preston
Joint and Several Administrator
D14-161201-S439AReport-HM 53
Appendices 20
Annexure A: Administrators’ Statement pursuant to Section 439A(4)(b) of the Corporations Act 2001
Annexure B: Statutory information
Annexure C: Notice of Meeting
Annexure D: Declaration of Independence, Relevant Relationships and Indemnities
Annexure E: Remuneration Reports for each entity
Annexure F: Schedule of Remuneration and Rates
Annexure G: Proof of Debt form
Annexure H: Proxy form
Annexure I: ASIC “Insolvency information for directors, employees, creditors and shareholders”
ANNEXURE A: Administrators’ Statement pursuant to Section 439A(4)(b) of
the Corporations Act 2001
Administrators’ Statement pursuant to Section 439A(4)(b) of the Corporations Act 2001
Hughes Drilling Ltd ACN 12 124 279 750
Australia Gas Drilling Pty Ltd ACN 13 139 242 890
EDMS Metals Pty Ltd ACN 29 146 399 760
Every Day Mine Services Operations Pty Ltd ACN 40 003 949 148
Express Hydraulics (Aust) Pty Ltd ACN 91 155 845 864
G.O.S. Drilling Pty Ltd ACN 57 068 520 794
HD JSW Pty Ltd ACN 83 165 895 072
Hughes Drilling 1 Pty Ltd ACN 31 011 007 702
Hughes Drilling 2 Pty Ltd ACN 63 146 399 902
Hughes Drilling Corporate Pty Ltd ACN 64 146 398 718
Hughes Equipment Hire Pty Ltd ACN 23 146 398 923
Hyd-Elec Australia Pty Ltd ACN 89 151 316 611
JSW Australia Pty Ltd ACN 22 125 989 791
Reichdrill Australia Pty Ltd ACN 69 162 841 287
(Administrators Appointed)
(collectively referred to as “Hughes Drilling Group”)
We, Jason Preston, Shaun Fraser and Jamie Harris, provide the following statement setting out our opinion about each of
the following matters and our reasons for these opinions:
(i) Whether it would be in the creditors’ interests for the Hughes Drilling Group to execute a Deed of Company
Arrangement (“DOCA”)
For the reasons disclosed in Sections 12 to 14 of this Report, we recommended that JSW Australia Pty Ltd, Hughes Drilling
1 Pty Ltd and Hughes Drilling Ltd approve and execute the proposed DOCAs.
(ii) Whether it would be in the creditors’ interests for the Administration to end.
For the reasons disclosed in Section 12.2 of this Report, we do not consider it to be in creditors’ interests for the
Administration to end.
Our reason for this opinion is that, based on the financial position of the Hughes Drilling Group, it would be unable to pay
its debts as and when they fell due. Accordingly, we cannot recommend that the Administration end.
(iii) Whether it would be in the creditors’ interests for the Hughes Drilling Group to be wound up
For the reasons disclosed in Section 12.3 of this Report, our opinion is that it would be in creditors’ best interests that the
entities not included in the proposed DOCAs be wound up.
Dated: 1 December 2016
Shaun Fraser
Joint and Several Administrator
StatutoryAppendices-SNgc
ANNEXURE B – Statutory Information
StatutoryAppendices-SNgc
B.1 Hughes Drilling Limited
Statutory information
ACN 124 279 750
Registered in New South Wales on 6 March 2007
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Australian listed public company, limited by shares
Description: Parent entity, non-trading
Directors and officers
Report as to Affairs
Directors and officers
Name Role Appointment Date Resignation Date
Andrew John Drake Director 10 February 2012 -
Jeffrey William Branson Director 3 October 2013 -
Douglas Jon Grewar Director 1 July 2016 -
Paul Edward Brenton Secretary 11 August 2010 -
Nicholas John Silvethorn Former director 3 October 2013 6 July 2016
Robert Charles Hughes Former director 10 February 2012 1 July 2016
Barry Frederick O'Connor Former director 5 November 2012 30 June 2016
Gary Walter Belcher Former director 11 August 2014 26 April 2016
Source: A search of ASIC records, on 2 September 2016
HDL - Director's RATA
$'000 Book value Director's net realisable value
Assets
Cash at bank 185 185
Cash on hand 2 2
Sundry debtors 79,577 Did not specify
Other assets (includes $4,840 investment in subsidiaries) 12,353 Did not specify
Total assets 92,117 Undetermined
Liabilities
Partly secured creditors (18,918) Did not specify
Unsecured creditors (22,032) Did not specify
Total liabilities (40,951) -
Net assets 51,167 Undetermined
Source: Director's RATA
StatutoryAppendices-SNgc
Shareholders
Security interests
Creditor profile
Shareholders
Rank Shareholder Issued capital %total
1 Learob Pty Ltd (R & L Hughes Family A/C) 71,388,074 34.2%
2 National Nominees Limited 34,264,597 16.4%
3 HSBC Custody Nominees (Australia) Limited 19,171,588 9.2%
4 Bond Street Custodians Limited (Forager Wholesale Value Fd) 6,151,126 3.0%
5 Skye Alba Pty Ltd (The Skye Alba Fund A/C) 5,700,000 2.7%
6 Citicorp Nominees Pty Limited 4,397,611 2.1%
7 Mellett Super Pty Ltd (Mellett A Fund A/C) 3,717,000 1.8%
8 Vanward Investments Limited 3,000,000 1.4%
9 RPM Super Pty Ltd (RPM Super Fund A/C) 2,894,941 1.4%
10 Saabm Pty Ltd (A & M Jacklin Family A/C) 2,434,017 1.2%
Total shares held by top 10 shareholders 153,118,954 73.4%
Total shares held by all other shareholders 55,551,295 26.6%
Total shares on issue 208,670,249 100.0%
Source: A search of ASIC records, on 22 September 2016
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 118
Other lenders All present and after-acquired property Various 39
Motor vehicles Motor vehicles Various 164
Chattel Paper Chattel Paper Various 4
Suppliers Other goods, intangibles and specific claims Various 169
Total 494
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees 4 43,305
Landlords - -
Financiers - -
Unsecured creditors 14 237,880
Total 19 40,702,536
Source: Company books and records
StatutoryAppendices-SNgc
Financial information
Key points:
HDL is the holding group entity and has minimal trading operations.
Overheads include director’s fees, legal fees and other administration costs.
Finance costs relate to interest paid on borrowings on Westpac facilities.
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue - 0.0 -
COGS - - -
Margin - 0.0 -
Margin % - 100% -
Other income 0.0 0.9 0.0
Depreciation expense - - -
Overheads (1.6) (0.8) (1.0)
Operating profit (1.6) 0.1 (1.0)
Impairment costs - - -
Finance (interest) costs 0.7 (0.2) 0.5
Profit before tax (0.9) (0.1) (0.5)
Income tax 0.2 (1.5) (0.6)
NPAT (0.7) (1.6) (1.1)
EBITDA (1.6) 0.1 (1.0)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
HDL reported a net asset position for the entire period examined due to amounts receivable from intercompany loans.
Net intercompany loans receivable is $59.7 million in FY16 and is comprised of loan accounts between AGD, EDMSM,
EDMSO, EHA, GOS, HD JSW, HD1, HDC, HEH, JSW, RD and Reichdrill Inc.
Intercompany debtors were reported at book value and no impairments were taken in the accounts.
Non-current assets includes goodwill on investments in JSW, RD and HEA.
Other non-current assets are comprised of the deferred tax asset account, stated at $7.3 million in FY16.
Borrowings include hire purchase facilities on drill rigs through Westpac, and have been reclassified from non-current
to current from FY15 to FY16.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents 0.0 0.0 0.0
Trade receivables 0.1 0.1 0.1
Inventories - - -
Other current assets - - -
Intercompany loans receivable 42.7 56.7 59.7
Total current assets 42.8 56.8 59.9
Non-current assets
Plant and equipment 0.0 - 0.0
Intangible assets - 0.0 -
Investment 4.6 4.8 4.8
Other non-current assets 8.7 8.0 7.3
Total non-current assets 13.4 12.8 12.1
Total assets 56.2 69.6 72.0
Current liabilities
Trade and other payables (0.6) (0.9) (0.9)
Borrowings - (2.8) (15.9)
Bank overdraft - (2.4) (3.1)
Intercompany loans payable - - -
Related party loans (0.6) (0.6) -
Taxation - - 0.1
Other current liabilities - - -
Total current liabilities (1.2) (6.8) (19.7)
Non-current liabilities
Non-current borrowings - (9.5) -
Other non-current liabilities - (0.0) (0.0)
Total non-current liabilities - (9.5) (0.0)
Total liabilities (1.2) (16.3) (19.7)
Net assets/(liabilities) 55.0 53.3 52.2
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
B.2 Australian Gas Drilling Pty Ltd
Statutory information
ACN 139 242 890
Registered in New South Wales on 3 September 2009
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Dormant entity
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 31 August 2011 -
Paul Edward Brenton Secretary 22 March 2011 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 0 0
Sundry debtors 2,538 Did not specify
Other assets 0 0
Total assets 2,538 Undetermined
Liabilities
Unsecured creditors (10,394) Did not specify
Total liabilities (10,394) -
Net assets (7,855) Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 10 100.0%
Total shares on issue 10 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
As this entity does not hold any assets or liabilities and has minimal historical financial trading information, we have not
presented financial information for this entity.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 2
Other lenders All present and after-acquired property GE 1
Motor vehicles Motor vehicles Various 2
Suppliers Other goods, intangibles and specific claims Various 4
Total 9
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees - -
Landlords - -
Financiers - -
Unsecured creditors - -
Total 1 40,421,351
Source: Company books and records
StatutoryAppendices-SNgc
B.3 JSW Australia Pty Ltd
Statutory information
ACN 125 989 791
Registered in Western Australia on 15 June 2007
Registered office: 5 Corokia Way Bibra Lake WA 6163
Principal place of business: 5 Corokia Way Bibra Lake WA 6163
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Subsidiary trading in drilling, blasting and water services
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 1 July 2016 -
Paul Edward Brenton Secretary 3 October 2013 -
Robert Charles Hughes Former Directory 3 October 2013 1 July 2016
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 0 0
Cash on hand 0 0
Sundry debtors 5,367 Did not specify
Stock 9,760 Did not specify
Plant and equipment 11,957 Did not specify
Other assets 1,326 Did not specify
Assets subject to specific charges (net amount owing) 11,786 Did not specify
Total assets 40,196 Undetermined
Liabilities
Employee entitlements (7,434) Did not specify
Partly secured creditors (2,077) Did not specify
Unsecured creditors (22,887) Did not specify
Total liabilities (32,398) -
Net assets 7,798 Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 HD JSW Pty Ltd 1,000 96.0%
2 Jeffrey William Branson 42 4.0%
Total shares on issue 1,042 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
JSW has reported net profits for each year during the period examined.
Revenue declined by 35% in FY16 from a decrease in lower margin water services work.
EBITDA reduced $3.3 million to $10.7 million in FY16.
COGS includes wages and consumable costs associated with operation of key client contracts.
Overheads relate to general sales, administration, rent and employee expenses.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 3
Other lenders All present and after-acquired property The Silverthorne Trust 1
Motor vehicles Motor vehicles Various 90
Chattel Paper Chattel Paper Various 4
Suppliers Other goods, intangibles and specific claims Various 56
Total 154
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees 181 2,117,694
Landlords 3 Unknown
Financiers 3 Unknown
Unsecured creditors 181 3,693,706
Total 369 46,232,751
Source: Company books and records
JSW - Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue 33.2 50.7 32.9
COGS (23.1) (33.6) (20.6)
Margin 10.1 17.1 12.3
Margin % 31% 34% 37%
Other income 0.1 0.2 0.3
Depreciation expense (3.2) (4.7) (5.9)
Overheads (3.3) (3.3) (1.9)
Operating profit 3.7 9.3 4.8
Impairment costs - - -
Finance (interest) costs (1.3) (1.6) (1.6)
Profit before tax 2.5 7.7 3.2
Income tax (0.8) (2.4) 0.7
NPAT 1.7 5.2 3.9
EBITDA 7.0 14.0 10.7
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
JSW reported a net asset position during each year of the period examined.
JSW’s net assets increased during the period examined due to increases in inventory and plant and equipment
balances (purchases of additional rigs and spares). Our analysis to follow indicates that June 2016 book values may be
overstated (on a realisable value basis) and this is set out further in section [ ] of this report.
A decrease in trade receivables for FY16 reflects both a decrease in sales and efficient management of debtors.
The net intercompany loan payable of $9.7 million in FY16 is comprised of loan accounts between HDL, HD1, HD2 and
EHA and relates mainly to purchases of drill rigs and components.
Borrowings (both current and non-current) decrease over the period examined as JSW continues to repay amounts
owing on Westpac financed equipment. Borrowings also include amounts owing to Atlas Copco and John Silverthorne.
Other non-current liabilities increased to $3.4 million due as a result of a $3.2 million deferred tax liability.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents 0.0 0.0 0.0
Trade receivables 10.5 8.9 6.3
Inventories 4.7 8.5 11.4
Other current assets - - -
Intercompany loans receivable - - -
Total current assets 15.2 17.4 17.7
Non-current assets
Plant and equipment 22.3 23.8 30.1
Intangible assets - - 0.0
Investment - - -
Other non-current assets 0.8 3.1 0.9
Total non-current assets 23.1 26.9 31.0
Total assets 38.3 44.3 48.8
Current liabilities
Trade and other payables (11.1) (11.1) (13.8)
Borrowings (8.5) (6.6) (3.6)
Bank overdraft (1.5) (2.6) (1.7)
Intercompany loans payable (5.5) (8.2) (9.7)
Related party loans - - (3.1)
Taxation (0.0) (1.6) -
Other current liabilities (0.8) (1.1) (1.1)
Total current liabilities (27.5) (31.2) (32.9)
Non-current liabilities
Non-current borrowings (5.9) (3.0) (0.2)
Other non-current liabilities (0.3) (0.2) (3.4)
Total non-current liabilities (6.2) (3.2) (3.5)
Total liabilities (33.7) (34.4) (36.5)
Net assets/(liabilities) 4.6 9.8 12.3
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
B.4 EDMS Metals Pty Ltd
Statutory information
ACN 146 399 760
Registered in New South Wales on 17 September 2010
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Dormant entity
Directors and officers
Report as to Affairs
Shareholders
Security interests
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 31 August 2011 -
Paul Edward Brenton Secretary 17 September 2010 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 0 0
Sundry debtors 732 Did not specify
Other assets 0 Did not specify
Total assets 732 Undetermined
Liabilities
Unsecured creditors (238) Did not specify
Total liabilities (238) -
Net assets 494 Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 10 100.0%
Total shares on issue 10 100.0%
Source: A search of ASIC records, on 22 September 2016
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 2
Total 2
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Creditor profile
Financial information
As this entity does not hold any assets or liabilities and has minimal historical financial trading information, we have not
presented financial information for this entity.
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees - -
Landlords - -
Financiers - -
Unsecured creditors - -
Total 1 40,421,351
Source: Company books and records
StatutoryAppendices-SNgc
B.5 Every Day Mine Services Operations Pty Ltd
Statutory information
ACN 003 949 148
Registered in New South Wales on 5 March 1990
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Dormant entity
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 31 August 2011 -
Paul Edward Brenton Secretary 22 March 2011 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 1 Did not specify
Sundry debtors 2,365 Did not specify
Total assets 2,366 Undetermined
Liabilities
Unsecured creditors (9,738) Did not specify
Total liabilities (9,738) -
Net assets (7,372) Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 2,000 100.0%
Total shares on issue 2,000 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
As this entity does not hold any assets or liabilities and has minimal historical financial trading information, we have not
presented financial information for this entity.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac and CBA 18
Motor vehicles Motor vehicles Various 9
Suppliers Other goods, intangibles and specific claims Various 5
Total 32
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees - -
Landlords - -
Financiers - -
Unsecured creditors 1 30,532
Total 2 40,451,883
Source: Company books and records
StatutoryAppendices-SNgc
B.6 Express Hydraulics (Aust) Pty Ltd
Statutory information
ACN 155 845 864
Registered in Queensland on 22 February 2012
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Involved in the internal purchasing for the Group and the reselling of parts and services to external
customers.
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 1 July 2016 -
Paul Edward Brenton Secretary 20 November 2012 -
Robert Charles Hughes Former Director 22 May 2012 1 July 2016
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 9 9
Sundry debtors 7,754 Did not specify
Stock 5,464 Did not specify
Work In Progress inventory 226 Did not specify
Plant and equipment 236 Did not specify
Other assets 527 Did not specify
Total assets 14,216 Undetermined
Liabilities
Employee entitlements (898) Did not specify
Partly secured creditors (307) Did not specify
Unsecured creditors (12,240) Did not specify
Total liabilities (13,446) -
Net assets 770 Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling 1 Pty Ltd 99,998 100.0%
Total shares on issue 99,998 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
Key points:
Revenue increased significantly in FY16 resulting in an EBITDA of $0.9 million for the same period. The increase in
revenue for the period is driven by the group purchase of Reichdrill Inc during FY15.
Revenue is comprised mainly of inter group sales of drill rigs and spare parts.
Overheads have increased to $0.5 million in FY16 as a result of an increase general, selling and administration costs
associated with an increase in trading activity.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 2
Motor vehicles Motor vehicles Hastings Deering (Australia) 2
Suppliers Other goods, intangibles and specific claims Various 14
Total 18
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees 39 870,652
Landlords 1 Unknown
Financiers - -
Unsecured creditors 134 1,804,439
Total 175 43,096,441
Source: Company books and records
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue 1.5 6.7 15.1
COGS (1.3) (5.9) (13.6)
Margin 0.3 0.8 1.6
Margin % 17% 13% 10%
Other income 0.0 0.0 (0.2)
Depreciation expense (0.1) (0.1) (0.1)
Overheads (0.1) (0.2) (0.5)
Operating profit 0.1 0.6 0.8
Impairment costs - - -
Finance (interest) costs 0.0 0.0 0.0
Profit before tax 0.1 0.6 0.8
Income tax - 0.1 (0.0)
NPAT 0.1 0.7 0.8
EBITDA 0.2 0.6 0.9
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
EHA reported a net asset position each year during the period examined, showing net assets of $1.9 million at
30 June 2016.
Total assets are comprised of inventory and plant and equipment which include drill rigs and other components to
service the Group. Our analysis to follow indicates that June 2016 book values may be overstated (on a realisable
value basis) and this is set out further in section [ ] of this report.
Other non-current assets decreased from $2.1 million in FY 15 to $0.1 million in FY 16. This was a result of the sale of
a capitalised drill rig to HD1 during FY16.
Trade payables of $7.5 million in FY16 is comprised of stock purchases from trade creditors.
Net intercompany loans receivable of $2.0 million in FY16 is comprised of loan accounts between RD, HDL, HD1, HD2,
HEH, JSW, HDC and Reichdrill Inc and relates mainly to inter group sales of drill rigs and spare parts.
Intercompany debtors were reported at book value and no impairments were taken in the accounts.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents - 0.2 0.0
Trade receivables 2.2 1.7 1.6
Inventories 3.5 7.2 5.9
Other current assets - - -
Intercompany loans receivable - - -
Total current assets 5.7 9.1 7.5
Non-current assets
Plant and equipment 0.4 0.3 0.2
Intangible assets - - -
Investment - - -
Other non-current assets 0.0 2.1 0.1
Total non-current assets 0.4 2.5 0.4
Total assets 6.0 11.5 7.9
Current liabilities
Trade and other payables (3.8) (5.8) (7.5)
Borrowings - - -
Bank overdraft (0.2) (0.3) (0.3)
Intercompany loans payable (0.7) (4.2) 2.0
Related party loans - - -
Taxation - - -
Other current liabilities (0.0) (0.2) (0.2)
Total current liabilities (4.7) (10.5) (6.0)
Non-current liabilities
Non-current borrowings - - -
Other non-current liabilities (1.2) (0.0) (0.1)
Total non-current liabilities (1.2) (0.0) (0.1)
Total liabilities (6.0) (10.5) (6.0)
Net assets/(liabilities) 0.1 1.0 1.9
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
B.7 G.O.S. Drilling Pty Ltd
Statutory information
ACN 068 520 794
Registered in New South Wales on 7 March 1995
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Dormant entity
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 31 August 2011 -
Paul Edward Brenton Secretary 22 March 2011 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 0 Did not specify
Sundry debtors 9,772 Did not specify
Other assets 0 Did not specify
Total assets 9,773 Undetermined
Liabilities
Unsecured creditors (26,814) Did not specify
Total liabilities (26,814) -
Net assets (17,041) Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 2 100.0%
Total shares on issue 2 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
As this entity does not hold any assets or liabilities and has minimal historical financial trading information, we have not
presented financial information for this entity.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 2
Motor vehicles Motor vehicles Various 16
Suppliers Other goods, intangibles and specific claims Various 8
Total 26
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees - -
Landlords - -
Financiers - -
Unsecured creditors - -
Total 1 40,421,351
Source: Company books and records
StatutoryAppendices-SNgc
B.8 HD JSW Pty Ltd
Statutory information
ACN 165 895 072
Registered in Queensland on 19 September 2013
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Holding entity for JSW Australia Pty Ltd.
Directors and officers
Report as to Affairs
Shareholders
Security interests
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 1 July 2016 -
Paul Edward Brenton Secretary 19 September 2013 -
Robert Charles Hughes Former Director 19 September 2013 1 July 2016
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Other assets 8,614 Did not specify
Total assets 8,614 Undetermined
Liabilities
Unsecured creditors (8,614) Did not specify
Total liabilities (8,614) -
Net assets 0 Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 1,000 100.0%
Total shares on issue 1,000 100.0%
Source: A search of ASIC records, on 22 September 2016
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 1
Total 1
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Creditor profile
Financial information
As this entity does not hold any assets or liabilities and has minimal historical financial trading information, we have not
presented financial information for this entity.
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees - -
Landlords - -
Financiers - -
Unsecured creditors - -
Total 1 40,421,351
Source: Company books and records
StatutoryAppendices-SNgc
B.9 Hughes Drilling 1 Pty Ltd
Statutory information
ACN 011 007 702
Registered in Queensland on 3 January 1990
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Production and delineation drilling specialist
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 1 July 2016 -
Paul Edward Brenton Secretary 20 November 2012 -
Robert Charles Hughes Former Director 20 March 1990 1 July 2016
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 2 9
Sundry debtors 14,724 Did not specify
Stock 24,245 Did not specify
Plant and equipment 22,660 Did not specify
Assets subject to specific charges (net amount owing) 11,374 Did not specify
Other assets 2,031 Did not specify
Total assets 75,036 Undetermined
Liabilities
Employee entitlements (8,967) Did not specify
Partly secured creditors (997) Did not specify
Unsecured creditors (26,190) Did not specify
Total liabilities (36,153) -
Net assets 38,883 Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 100,000 100.0%
Total shares on issue 100,000 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
Key points:
The accounts indicate that HD1 was generating a net profit in each of the periods examined.
Despite increased revenue from new contracts, EBTIDA in FY16 decreased $4.7 million due to decreasing margins.
COGS includes wages and consumable costs associated with operation of key client contracts.
Overheads relate to general sales, administration, rent and employee expenses.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac and ANZ 95
Other lenders All present and after-acquired property GE Automotive Financial Services 15
Motor vehicles Motor vehicles Various 7
Suppliers Other goods, intangibles and specific claims Various 37
Total 154
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees 278 10,279,494
Landlords 5 Unknown
Financiers 2 Unknown
Unsecured creditors 92 3,286,646
Total 378 53,987,490
Source: Company books and records
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue 42.6 40.6 43.3
COGS (23.8) (22.5) (28.9)
Margin 18.9 18.1 14.4
Margin % 44% 45% 33%
Other income 0.1 0.0 0.1
Depreciation expense (4.5) (5.5) (7.9)
Overheads (0.6) (0.8) (2.0)
Operating profit 13.8 11.8 4.6
Impairment costs - (0.1) -
Finance (interest) costs (1.8) (1.4) (1.2)
Profit before tax 12.1 10.3 3.5
Income tax - 0.1 (0.3)
NPAT 12.1 10.4 3.2
EBITDA 18.3 17.2 12.5
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
Net assets have increased substantially since FY14 due to increases in inventory and plant and equipment balances
(purchases of additional rigs and spares). Our analysis to follow indicates that June 2016 book values may be
overstated (on a realisable value basis) and this is set out further in section [ ] of this report.
Other non-current assets include movements in deferred tax asset balances, and a capitalised WIP drill rig which was
reallocated to plant and equipment in FY16.
Trade payables are $10.9 million at 30 June 2016, up $7.5 million from 30 June 2015. This is comprised of an increase
in trade creditors, payroll accruals and statutory amounts payable to the ATO for unpaid GST/PAYG lodgements.
Borrowings include hire purchase facilities on drill rigs through Westpac, and have been reclassified from non-current
to current from FY15 to FY16.
Other current liabilities include leave and payroll related provisions.
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents 0.1 (0.7) -
Trade receivables 6.1 8.3 7.4
Inventories 18.2 20.4 24.2
Other current assets - - -
Intercompany loans receivable 3.8 5.8 3.2
Total current assets 28.1 33.9 34.9
Non-current assets
Plant and equipment 33.3 35.9 48.7
Intangible assets - - -
Investment - - -
Other non-current assets 2.2 (0.3) 1.6
Total non-current assets 35.5 35.6 50.3
Total assets 63.6 69.4 85.2
Current liabilities
Trade and other payables (3.5) (3.4) (10.9)
Borrowings (10.2) (9.0) (15.1)
Bank overdraft - - (0.5)
Intercompany loans payable - - -
Related party loans - - -
Taxation - - -
Other current liabilities (0.3) (0.6) (3.3)
Total current liabilities (14.1) (13.0) (29.8)
Non-current liabilities
Non-current borrowings (10.8) (7.6) -
Other non-current liabilities (0.6) (0.9) (3.7)
Total non-current liabilities (11.4) (8.5) (3.7)
Total liabilities (25.4) (21.6) (33.5)
Net assets/(liabilities) 38.2 47.9 51.6
Source: Management accounts (FY14; FY15 and FY16)
Statement of financial position
StatutoryAppendices-SNgc
B.10 Hughes Drilling 2 Pty Ltd
Statutory information
ACN 146 399 902
Registered in New South Wales on 17 September 2010
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Involved in the internal purchasing for the Group and the reselling of parts and services to external
customers.
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 19 August 2011 -
Paul Edward Brenton Secretary 17 September 2010 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 1 1
Interest in land 320 Did not specify
Sundry debtors 3,381 Did not specify
Stock 1,854 Did not specify
Plant and equipment 1,135 Did not specify
Assets held for sale 1,416 Did not specify
Other assets 1,253 Did not specify
Total assets 9,360 Undetermined
Liabilities
Unsecured creditors (11,493) Did not specify
Total liabilities (11,493) -
Net assets (2,133) Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 10 100.0%
Total shares on issue 10 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
Key points:
HD2 was acquired in 2012 via a reverse acquisition.
EBITDA was ($0.2 million) in FY16 as there was limited trading out of this entity.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 2
Motor vehicles Motor vehicles Coates 1
Suppliers Other goods, intangibles and specific claims Various 3
Total 6
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees - -
Landlords 1 Unknown
Financiers 1 Unknown
Unsecured creditors 6 2,936
Total 9 40,424,287
Source: Company books and records
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue 0.3 0.0 0.1
COGS - - (0.1)
Margin 0.3 0.0 (0.1)
Margin % 100% 100% (141%)
Other income 0.0 0.1 (0.1)
Depreciation expense (1.8) (0.9) (0.5)
Overheads (1.4) (0.6) (0.0)
Operating profit (2.9) (1.5) (0.6)
Impairment costs (1.6) (0.6) -
Finance (interest) costs (0.0) (0.0) 0.1
Profit before tax (4.4) (2.1) (0.5)
Income tax - 0.9 0.1
NPAT (4.4) (1.2) (0.4)
EBITDA (2.7) (1.1) (0.2)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
HD2 reported a net asset deficiency of $1.3 million in FY16 driven mainly by the net intercompany loan payable
position.
Inventories of $1.9 million in FY16 include spare parts and consumables.
Other non-current assets for FY16 include a deferred tax asset and a number of drill rigs being held for sale in the
amount of $2.7 million.
Net intercompany loans payable is comprised of loan accounts between AGD, EDMSO, EHA, GOS, HD1, HDC, HDL,
HEH, HEA and JSW and relates to the sale and purchase of drill rigs and components.
Intercompany debtors were reported at book value and no impairments were taken in the accounts.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents 0.0 0.0 0.0
Trade receivables 0.0 0.0 0.0
Inventories - 2.0 1.9
Other current assets - - -
Intercompany loans receivable - - -
Total current assets 0.0 2.0 1.9
Non-current assets
Plant and equipment 4.2 2.1 1.5
Intangible assets - - -
Investment - - -
Other non-current assets - 2.8 2.7
Total non-current assets 4.2 4.9 4.2
Total assets 4.3 6.9 6.0
Current liabilities
Trade and other payables (0.3) (0.1) (0.0)
Borrowings - - -
Bank overdraft - - -
Intercompany loans payable (3.5) (7.8) (7.3)
Related party loans - - -
Taxation - - -
Other current liabilities (0.0) - -
Total current liabilities (3.9) (7.9) (7.3)
Non-current liabilities
Non-current borrowings - - -
Other non-current liabilities (0.0) (0.1) (0.1)
Total non-current liabilities (0.0) (0.1) (0.1)
Total liabilities (3.9) (7.9) (7.4)
Net assets/(liabilities) 0.4 (1.0) (1.3)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
B.11 Hughes Drilling Corporate Pty Ltd
Statutory information
ACN 146 398 718
Registered in New South Wales on 17 September 2010
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Corporate entity
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 31 August 2011 -
Paul Edward Brenton Secretary 17 September 2010 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 7 7
Sundry debtors 14,006 Did not specify
Plant and equipment 262 Did not specify
Other assets 465 Did not specify
Assets subject to specific charges (net amount owing) (13) Did not specify
Total assets 14,727 Undetermined
Liabilities
Employee entitlements (821) Did not specify
Unsecured creditors (15,198) Did not specify
Total liabilities (16,018) -
Net assets (1,292) Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 10 100.0%
Total shares on issue 10 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
Key points:
HDC is largely an entity incurring overhead expenses for the Group including general, administration and staff
expenses, including wages and fees for management staff.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 2
Suppliers Other goods, intangibles and specific claims Fuji Xerox Finance 1
Total 3
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees 23 622,730
Landlords - -
Financiers 2 Unknown
Unsecured creditors 8 47,242
Total 34 41,091,322
Source: Company books and records
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue - - -
COGS - - -
Margin - - -
Margin % - - -
Other income 0.0 0.0 -
Depreciation expense (0.1) (0.2) (0.2)
Overheads (1.8) (1.7) (2.5)
Operating profit (1.9) (2.0) (2.7)
Impairment costs - - -
Finance (interest) costs (0.0) (0.0) (0.1)
Profit before tax (1.9) (2.0) (2.9)
Income tax - (0.0) (0.8)
NPAT (1.9) (2.0) (3.7)
EBITDA (1.8) (1.7) (2.5)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
HDC reported a net asset deficiency for the period examined.
Plant and equipment is comprised of office related hardware, software and other assets.
Net intercompany loans payable of $10.3 million in FY16 is comprised of loan accounts between AGD, EDMSM,
EDMSO, EHA, GOS, HD1, HD2, HDL, HEH, HEA and RD. A significant portion of intercompany loans to HDC relate to
wages and salaries paid to management staff employed by HDC.
Intercompany debtor amounts were reported at book value and no impairments were taken in the accounts.
Trade and other payables of $1.4 million in FY16 are comprised of payroll accruals and statutory amounts payable to
the ATO for unpaid GST/PAYG lodgements.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents 0.0 (0.0) 0.0
Trade receivables 0.0 - 0.0
Inventories - - -
Other current assets - - -
Intercompany loans receivable - - -
Total current assets 0.0 (0.0) 0.0
Non-current assets
Plant and equipment 0.3 0.4 0.5
Intangible assets 0.1 0.1 -
Investment - - -
Other non-current assets 0.1 0.1 (1.2)
Total non-current assets 0.6 0.6 (0.7)
Total assets 0.6 0.6 (0.7)
Current liabilities
Trade and other payables (0.3) (0.3) (1.4)
Borrowings (0.1) (0.2) (0.1)
Bank overdraft - - -
Intercompany loans payable (6.6) (8.5) (10.3)
Related party loans - - -
Taxation - - 0.4
Other current liabilities (0.1) (0.1) (0.2)
Total current liabilities (7.1) (9.1) (11.7)
Non-current liabilities
Non-current borrowings - - -
Other non-current liabilities (0.0) (0.1) (0.0)
Total non-current liabilities (0.0) (0.1) (0.0)
Total liabilities (7.2) (9.2) (11.8)
Net assets/(liabilities) (6.6) (8.6) (12.4)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
B.12 Hughes Equipment Hire Pty Ltd
Statutory information
ACN 146 398 923
Registered in New South Wales on 17 September 2010
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Involved in the internal purchasing for the Group and the reselling of parts and services to external
customers.
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 4 October 2011 -
Paul Edward Brenton Secretary 17 September 2010 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 1 5
Sundry debtors 15,098 Did not specify
Stock 29 Did not specify
Plant and equipment 207 Did not specify
Other assets 6 Did not specify
Assets subject to specific charges (net amount owing) 1,083 Did not specify
Total assets 16,424 Undetermined
Liabilities
Employee entitlements (36) Did not specify
Unsecured creditors (11,119) Did not specify
Total liabilities (11,155) -
Net assets 5,270 Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 10 100.0%
Total shares on issue 10 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
Key points:
HEH was established in 1H15, meaning FY16 is the first full year of operations.
HEH reported an EBITDA of $1.1 million in FY16
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac and CBA 6
Motor vehicles Motor vehicles Various 4
Suppliers Other goods, intangibles and specific claims Various 39
Total 49
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees 1 28,063
Landlords 1 Unknown
Financiers - -
Unsecured creditors 8 44,699
Total 11 40,494,113
Source: Company books and records
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue - 0.8 1.8
COGS - (0.0) (0.4)
Margin - 0.8 1.4
Margin % - 99% 76%
Other income 0.1 0.0 -
Depreciation expense - (0.2) (0.6)
Overheads (0.0) (0.4) (0.2)
Operating profit 0.0 0.2 0.5
Impairment costs - - -
Finance (interest) costs (0.1) (0.2) (0.2)
Profit before tax (0.0) 0.0 0.3
Income tax - 0.0 0.1
NPAT (0.0) 0.0 0.4
EBITDA 0.0 0.4 1.1
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
HEH reported a net asset position for both FY15 and FY16 periods.
Net intercompany loans receivable of $4.1 million in FY16 are comprised of loan accounts between AGD, EDMSO, EHA,
GOS, HD1, HD2, HDC, HDL, HEA, EDMSM and RD.
Intercompany debtor amounts were reported at book value and no impairments were taken in the accounts.
Plant and equipment increased to $3.8 million FY16 and includes a number of compressors used as the principle
revenue generating assets for HEA.
Non-current borrowings of $3.8 million in FY15 represent the hire purchase loans on the compressors financed by
Westpac. These were refinanced and are now reported as current borrowings as $2.7 million in FY16 statements.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents - 0.0 0.0
Trade receivables - 0.4 0.7
Inventories - 0.0 0.0
Other current assets - - -
Intercompany loans receivable - 6.3 4.1
Total current assets - 6.6 4.8
Non-current assets
Plant and equipment - 2.4 3.8
Intangible assets - - -
Investment - - -
Other non-current assets - 0.0 0.0
Total non-current assets - 2.4 3.8
Total assets - 9.0 8.6
Current liabilities
Trade and other payables - (0.1) (0.5)
Borrowings - - (2.7)
Bank overdraft - - -
Intercompany loans payable - - -
Related party loans - - -
Taxation - - (0.1)
Other current liabilities - (0.0) (0.0)
Total current liabilities - (0.1) (3.3)
Non-current liabilities
Non-current borrowings - (3.8) -
Other non-current liabilities - (0.0) (0.0)
Total non-current liabilities - (3.8) (0.0)
Total liabilities - (3.9) (3.3)
Net assets/(liabilities) - 5.1 5.3
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
B.13 Hyd-Elec Australia Pty Ltd
Statutory information
ACN 151 316 611
Registered in New South Wales on 6 June 2011
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Involved in the internal purchasing for the Group and the reselling of parts and services to external
customers.
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Paul Edward Brenton Director 2 May 2012 -
Paul Edward Brenton Secretary 6 June 2011 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 5 5
Sundry debtors 444 Did not specify
Stock 259 Did not specify
Plant and equipment 286 Did not specify
Goodwill 181 Did not specify
Other assets 20 Did not specify
Total assets 1,195 Undetermined
Liabilities
Employee entitlements (169) Did not specify
Unsecured creditors (1,295) Did not specify
Total liabilities (1,464) -
Net assets (269) Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 10 100.0%
Total shares on issue 10 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
Key points:
There is limited financial data to compare current FY16 results however, they are consistent with Managements comments
of the business as a broadly ‘break-even’ run business
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 2
Other lenders All present and after-acquired property Southcott 1
Total 3
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees 30 101,980
Landlords 1 Unknown
Financiers 1 Unknown
Unsecured creditors 20 397,593
Total 53 40,920,924
Source: Company books and records
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue - - 0.4
COGS - - (0.5)
Margin - - (0.1)
Margin % - - (35%)
Other income - - -
Depreciation expense - - (0.0)
Overheads (0.0) (0.0) (0.0)
Operating profit (0.0) (0.0) (0.2)
Impairment costs - - -
Finance (interest) costs - - (0.0)
Profit before tax (0.0) (0.0) (0.2)
Income tax - - (0.0)
NPAT (0.0) (0.0) (0.2)
EBITDA (0.0) (0.0) (0.2)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
HEA reported a net asset deficiency over the entire period examined.
Plant and equipment for FY16 is reported at $0.3 million and is made up of assets, vehicles, machinery and
components purchased during the acquisition of the business.
Trade and other payables of $0.5 million for FY15 includes the amount payable to the prior owners of the business as
part of the acquisition price.
The intercompany loan payable to HDL relates to the purchase of HEA from the previous owners.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents 0.0 0.0 0.0
Trade receivables 0.0 - 0.2
Inventories - - 0.2
Other current assets - - -
Intercompany loans receivable - - -
Total current assets 0.0 0.0 0.4
Non-current assets
Plant and equipment - - 0.3
Intangible assets - - 0.2
Investment - - -
Other non-current assets - - -
Total non-current assets - - 0.5
Total assets 0.0 0.0 0.9
Current liabilities
Trade and other payables - - (0.5)
Borrowings - - -
Bank overdraft - - -
Intercompany loans payable (0.0) (0.0) (0.5)
Related party loans - - -
Taxation - - 0.0
Other current liabilities - - (0.0)
Total current liabilities (0.0) (0.0) (1.1)
Non-current liabilities
Non-current borrowings - - -
Other non-current liabilities - - -
Total non-current liabilities - - -
Total liabilities (0.0) (0.0) (1.1)
Net assets/(liabilities) (0.0) (0.0) (0.2)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
B.14 Reichdrill Australia Pty Ltd
Statutory information
ACN 162 841 287
Registered in Queensland on 14 March 2013
Registered office: 12 Byte Street Yatala QLD 4207
Principal place of business: 12 Byte Street Yatala QLD 4207
Type/ class: Subsidiary of Australian listed public company, limited by shares
Description: Rig manufacture and sales.
Directors and officers
Report as to Affairs
Shareholders
Directors and officers
Name Role Appointment Date Resignation Date
Robert Charles Hughes Director 14 March 2013 -
Paul Edward Brenton Director 1 July 2016 -
Robert Charles Hughes Secretary 14 March 2013 -
Paul Edward Brenton Secretary 1 July 2016 -
Source: A search of ASIC records, on 2 September 2016
Summarised Report as to Affairs - as at 22 September 2016
$'000 Notes Book value Director's net realisable value
Assets
Cash at bank 1 1
Sundry debtors 5,726 Did not specify
Other assets 5,127 Did not specify
Total assets 10,854 Undetermined
Liabilities
Partly secured creditors (5,500) Did not specify
Unsecured creditors (606) Did not specify
Total liabilities (6,106) -
Net assets 4,748 Undetermined
Source: Director's RATA
Shareholders
Rank Shareholder Issued capital %total
1 Hughes Drilling Limited 4,838,508 96.0%
2 Patrick Garrity 201,605 4.0%
Total shares on issue 5,040,113 100.0%
Source: A search of ASIC records, on 22 September 2016
StatutoryAppendices-SNgc
Security interests
Creditor profile
Financial information
Key points:
RD Australia is the head holding company of Hughes Drilling Group’s shares in the USA based Reichdrill Inc.
Accordingly, there are limited accounts for this entity.
Security interests
Creditor group Collatoral class Secured party Number
Banks All present and after-acquired property Westpac 1
Total 1
Source: A search of ASIC records, on 22 September 2016
Creditor profile
Creditor group Number Value ($)
Secured creditor 1 40,421,351
Employees - -
Landlords - -
Financiers - -
Unsecured creditors - -
Total 1 40,421,351
Source: Company books and records
Statement of Financial Performance
A$'m FY14 FY15 FY16
Revenue - - -
COGS - - -
Margin - - -
Margin % - - -
Other income - - -
Depreciation expense - - -
Overheads (0.1) (0.0) (0.1)
Operating profit (0.1) (0.0) (0.1)
Impairment costs - - -
Finance (interest) costs (0.1) (0.0) (0.0)
Profit before tax (0.2) (0.0) (0.2)
Income tax 0.0 0.0 0.0
NPAT (0.1) (0.0) (0.1)
EBITDA (0.1) (0.0) (0.1)
Source: Management accounts (FY14; FY15 and FY16)
StatutoryAppendices-SNgc
Key points:
RD reported a net asset position of $4.8 million for FY16.
The net intercompany loan receivable is comprised of loan accounts between EHA, HDC, HD1, HDL, HEH and
Reichdrill Inc.
Investment of $5.1 million relates to the investment in Reichdrill Inc.
Liabilities for FY16 include a bank overdraft facility to fund purchase and building of new rigs.
Statement of financial position
$'m Jun-14 Jun-15 Jun-16
Current assets
Cash and cash equivalents 0.0 0.0 0.0
Trade receivables - - -
Inventories - - -
Other current assets - - -
Intercompany loans receivable 6.9 5.0 5.2
Total current assets 6.9 5.0 5.2
Non-current assets
Plant and equipment - - -
Intangible assets - - -
Investment 5.1 5.1 5.1
Other non-current assets 0.0 0.1 0.1
Total non-current assets 5.1 5.1 5.1
Total assets 12.0 10.1 10.3
Current liabilities
Trade and other payables (0.0) - -
Borrowings (5.2) - -
Bank overdraft (1.9) (5.2) (5.5)
Intercompany loans payable - - -
Related party loans - - -
Taxation - - -
Other current liabilities - - -
Total current liabilities (7.1) (5.2) (5.5)
Non-current liabilities
Non-current borrowings - - -
Other non-current liabilities - - -
Total non-current liabilities - - -
Total liabilities (7.1) (5.2) (5.5)
Net assets/(liabilities) 4.9 4.9 4.8
Source: Management accounts (FY14; FY15 and FY16)
ANNEXURE C: Notice of Meeting
FORM 529A
Corporations Act 2001
Subregulation 5.6.12(1)
NOTICE OF SECOND MEETING OF
CREDITORS OF COMPANY UNDER ADMINISTRATION
Hughes Drilling Ltd ACN 12 124 279 750
Australia Gas Drilling Pty Ltd ACN 13 139 242 890
EDMS Metals Pty Ltd ACN 29 146 399 760
Every Day Mine Services Operations Pty Ltd ACN 40 003 949 148
Express Hydraulics (Aust) Pty Ltd ACN 91 155 845 864
G.O.S. Drilling Pty Ltd ACN 57 068 520 794
HD JSW Pty Ltd ACN 83 165 895 072
Hughes Drilling 1 Pty Ltd ACN 31 011 007 702
Hughes Drilling 2 Pty Ltd ACN 63 146 399 902
Hughes Drilling Corporate Pty Ltd ACN 64 146 398 718
Hughes Equipment Hire Pty Ltd ACN 23 146 398 923
Hyd-Elec Australia Pty Ltd ACN 89 151 316 611
JSW Australia Pty Ltd ACN 22 125 989 791
Reichdrill Australia Pty Ltd ACN 69 162 841 287
(Administrators Appointed)
(collectively referred to as “Hughes Drilling Group”)
On 22 September 2016 Hughes Drilling Group, under Section 436A of the Corporations Act 2001, 1
appointed Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol as Joint & Several Voluntary
Administrators.
Notice is now given that the second meeting of the creditors of Hughes Drilling Group will be held 2
concurrently on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD
4000 (1pm AEST time) with video conference facilities available at Cliftons Perth, Level 4, Parmelia House,
191 St Georges Terrace, Perth WA 6000 (11am AWST).
The agenda of the meeting is set out below. 3
To consider the Administrators' report pursuant to Section 439A of the Corporations Act 2001, in
relation to Hughes Drilling Group and any other matters raised relating to Hughes Drilling Group’s
future, and then to resolve either that:
Some or all of the entities of Hughes Drilling Group execute a Deed of Company
Arrangement; or
the administrations should end; or
Some or all of the entities of Hughes Drilling Group be wound up.
To consider, and if thought fit, approve the Administrators' remuneration.
In the event that Hughes Drilling Group is wound up:
to consider, and if thought fit, approve the Liquidator’s remuneration;
to consider the appointment of a Committee of Inspection;
to consider authorising the Liquidators to compromise debts of the Company under
Section 477(2A) of the Corporations Act; and
to consider authorising the Liquidators to enter into agreements that may take longer
than three months to complete under Section 477(2B) of the Corporations Act.
To discuss any other relevant business which may arise. 4
Dated: 1 December 2016
Shaun Fraser
Joint & Several Administrator
D14-161201-S439AReport-HM 54
ANNEXURE D: Declaration of Independence, Relevant Relationships and
Indemnities
The Hughes Drilling Group of Companies (“HDX”)
(Comprising the companies listed in Schedule A attached)
The Corporations Act 2001 and professional standards require the Practitioners appointed to an insolvent entity to
make a declaration as to:
their independence generally; A.
relationships, including B.
the circumstances of the appointment; (i)
any relationships with the company and others within the previous 24 months; (ii)
any prior professional services for the company within the previous 24 months; (iii)
that there are no other relationships to declare; and (iv)
any indemnities given or up-front payments made to the Practitioner. C.
This declaration is made in respect of ourselves, our partners and the firm McGrathNicol, which for the purpose of
this declaration includes the McGrathNicol Partnership, the McGrathNicol Advisory Partnership, and McGrathNicol
Services Pty Limited.
Independence B.
We, Jason Preston, Shaun Robert Fraser and William James Harris of the firm McGrathNicol (“the Administrators”)
have undertaken a proper assessment of the risks to our independence prior to accepting the appointment as
administrators of HDX in accordance with the law and applicable professional standards. This assessment identified
no real or potential risks to our independence. We are not aware of any reasons that would prevent us from
accepting this appointment.
Declaration of Relationships C.
Circumstances of appointment (i)
On 29 April 2016 McGrathNicol Advisory was engaged by Westpac Banking Corporation (“WBC”) to conduct an
Independent Accountant’s Review of HDX.
We had a number of meetings with the Directors and key management personnel of HDX during the period from
29 April 2016 to 7 July 2016 for the purposes of obtaining the relevant information to undertake our review, the
scope of which included:
Reviewing the forecasts for the year to 30 June 2016, taking account of actual results to and including
March 2016;
Reviewing the financial model and forecasts for FY17; and,
Understanding the extent of free cash flow arising during the period to 30 June 2017.
We provided our first report to WBC in accordance with our engagement letter and above scope on 7 July 2016.
We were then engaged by WBC on 29 July 2016 to conduct a further review of HDX’s cash flow forecast and
profitability. The scope of this engagement was:
Understanding the Group’s immediate cash requirements, its short-term cash flow forecast and its current
and forecast working capital position; and,
Understanding the Group’s ability to operate within its existing banking facilities and estimated funding
requirements.
Declaration of Independence,
Relevant Relationships and Indemnities
2
We held further meetings with the Directors and key management personnel of HDX during the period from 29 July
2016 to 30 August 2016 for the purposes of obtaining and discussing the relevant information to undertake this
review.
We issued our second report to WBC in accordance with our engagement letter and above scope on 30 August
2016.
Total fees incurred in the completion of the Independent Accountant Review for WBC totalled $208,541.
Whilst we were engaged by WBC, fees for our services were invoiced to HDX pursuant to the terms of our first
engagement letter dated 29 April 2016. We have never received any payment from HDX. Prior to accepting this
engagement we have credited the invoices and confirmed that there are no amounts owing to McGrathNicol by
HDX. As such we are not in the position of potentially having received any form of voidable transaction from HDX,
including an unfair preference. Additionally, McGrathNicol is not a creditor of HDX.
On Tuesday, 6 September 2016, representatives of McGrathNicol met with the Board of HDX to discuss the options
available to them. This meeting included fielding queries regarding the voluntary administration process and how an
appointment would impact HDX.
No remuneration was received for participating in these discussions and meetings.
On 20 September 2016, we were contacted by Michael Fingland of Vantage Performance (advisor to HDX) who
indicated that the Board was considering appointing Voluntary Administrators. On 21 September 2016, partners of
McGrathNicol met with the Board of HDX to further discuss and plan for a voluntary administration appointment.
In our opinion, the communications held with the Board of HDX during our engagement as Investigative
Accountants (engaged by WBC) and the preparation meetings for the voluntary administration do not affect our
independence as:
they were of limited scope with a clear information gathering focus and would not be subject to review and
challenge during the course of the administration;
given our scope and objectives (to understand the HDX’s current and forecast financial position) these
communications would not influence our ability to be able to fully comply with the statutory and fiduciary
obligations associated with the administration in an objective and impartial manner; and
it is recognised by the Australian Restructuring, Insolvency and Turnaround Associations (ARITA) Code of
Professional Practice that pre-appointment discussions regarding insolvency options and obtaining
background information are necessary and do not amount to an impediment to accepting an appointment.
We have provided no other information or advice to HDX or their Directors prior to our appointments beyond that
outlined in this DIRRI.
Relevant Relationships (excluding professional services to the Insolvent) (ii)
We, or a member of our firm, have or have had within the preceding 24 months, a relationship with:
Name Nature of relationship Reasons
Westpac Banking Corporation (“WBC”)
WBC holds a charge on the whole or substantially the whole of the property of the Companies. McGrathNicol undertakes corporate recovery and advisory work from time to time on instructions from WBC. As detailed in the section C (i) above, McGrathNicol has undertaken an Independent
We believe this relationship does not result in a conflict of interest or duty because:
Each professional engagement undertaken for WBC in relation to a particular entity or group of entities is conducted on an entirely separate basis which has no connection with these appointments. These engagements are only commenced after full regard is given to potential conflicts of interest in relation to all interested stakeholders.
Our work for WBC involved limited contact with
3
Accountant’s Review of HDX on behalf of WBC.
senior management and HDX directors, being confined to obtaining and discussing the financial and operational information to assist with the tasks outlined above in our engagement scopes.
No payment was received from HDX and McGrathNicol is not a creditor of HDX and therefore there are no potentially voidable transactions that would require investigation.
The Independent Accountant’s Report provided is not of a nature that would be subject to a review in any subsequent insolvency appointment because it provided a factual summary of the current and forecast financial position. In addition, the work undertaken by McGrathNicol did not include reviewing the validity of the security held over the assets of HDX by WBC.
The nature and scope of this engagement (being
with WBC and not with HDX) will not influence our ability to fully comply with the statutory and fiduciary obligations associated with the voluntary administrations of the HDX companies in an objective and impartial manner.
An Investigating Accountant engagement is recognised by the ARITA Code of Professional Practice as a relationship which does not preclude appointment as voluntary administrator
Given these factors, our independence in acting as Voluntary Administrators of HDX has not been compromised.
4
Prior professional services to the Insolvent (iii)
Neither we, nor our firm, have provided any professional services to HDX in the previous 24 months.
No other relevant relationships to disclose (iv)
There are no other known relevant relationships, including personal, business and professional relationships, from
the previous 24 months with HDX, an associate of HDX, a former insolvency practitioner appointed to HDX or any
person or entity that currently has security over the whole or substantially the whole of HDX’s property and should
be disclosed.
Relationship with Former Secured Creditors (v)
There are no relationships with any former secured creditors.
Indemnities and Up-front Payments D.
We have not been indemnified in relation to this administration, other than any indemnities that we may be entitled
to under statute and we have not received any up-front payments in respect of our remuneration or disbursements.
Following our appointment, we entered into discussions with the Current Secured Creditors regarding a funding
arrangement (‘Facility”) to enable the businesses operated by members of HDX to continue to trade. Orders are
being sought in the Federal Court of Australia (NSW) on 26 September 2016 pursuant to s 447D of the Act, that
despite s443A of the Act the Administrators will not be personally liable for funds drawn under the Facility.
Appointments to Members of a Corporate Group E.
As listed on Schedule A of this Declaration, the Administrators have been appointed as voluntary administrators to
14 entities within the HDX group of companies.
The Administrators are of the view that the appointment to the group of companies will have significant benefits to
the conduct of the Voluntary Administrations, particularly in that this will provide for cost-savings and enable an
accurate as possible view to be obtained of the activities and financial position of the companies as a whole. The
Administrators are aware that there are inter-company transactions within the group but at this time are not aware
of any potential conflicts of interest arising from the appointments over the various group members. However, to
the extent it becomes apparent that pre-appointment dealings between companies in the group may give rise to a
conflict which may impact the outcome for creditors of either company; the Administrators undertake to disclose
any such conflicts to the creditors and as appropriate, seek Court directions as to the means of resolving the
potential conflict.
Dated: this 26th day of September 2016
...................................................................... ..............................................................................
Jason Preston Shaun Robert Fraser
...........................................................................
William James Harris
5
Note:
1 If the circumstances change or new information is identified, we are required under the Corporations Act
2001 and the ARITA Code of Professional Practice to update this Declaration and provide a copy to the
creditors/committee of creditors with our next communication, as well as table a copy of any replacement
Declaration at the next meeting of the insolvent’s creditors/committee of creditors.
2 Any relationships, indemnities or up-front payments disclosed in the DIRRI must not be such that the
Practitioner is no longer independent. The purpose of components B and C of the DIRRI is to disclose
relationships that, while they do not result in the Practitioner having a conflict of interest or duty, ensure
that creditors are aware of those relationships and understand why the Practitioner nevertheless remains
independent.
Please note that the presentation of the above information is in accordance with the standard format suggested by
ARITA.
6
Schedule A: Hughes Drilling Group of Companies – entities over which the Administrators are appointed
Company name ACN
Hughes Drilling Ltd 124 279 750
Australian Gas Drilling Pty Ltd 139 242 890
EDMS Metals Pty Ltd 146 399 760
Every Day Mine Services Operations Pty Ltd 003 949 148
Express Hydraulics (Aust) Pty Ltd 155 845 864
G.O.S. Drilling Pty Ltd 068 520 794
HD JSW Pty Ltd 165 895 072
Hughes Drilling 1 Pty Ltd 011 007 702
Hughes Drilling 2 Pty Ltd 146 399 902
Hughes Drilling Corporate Pty Ltd 146 398 718
Hughes Equipment Hire Pty Ltd 146 398 923
Hyd-Elec Australia Pty Ltd 151 316 611
JSW Australia Pty Ltd 125 989 791
Reichdrill Australia Pty Ltd 162 841 287
Annexure E: Remuneration Reports for each entity
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Hughes Drilling Ltd ACN 124 279 750 (“HDL”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
71.7 hours
$37,281 (ex GST)
Strategy and process Assess assets and sites and consider risks and requirements to
protect assets.
Prepared sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
interested parties.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 51,596 VA period actual
Resolution two 19 November 2016 to 8 December 2016 13,457 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 25,638 DOCA/Liquidation period forecast
Resolution four 9 December 2016 to 27 January 2017 25,638 Liquidation period forecast
Total fee resolutions proposed (DOCA/Liquidation) 90,691
Total fee resolutions proposed (Liquidation) 90,691
Voluntary Administration
Hughes Drilling Ltd Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Issued process letters to shortlisted parties.
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held
by the Company.
Day to day management of banking, account reconciliations
and processing receipts and payments.
Developed trading forecasts, negotiated funding with secured
creditor, applied to federal court for approval of VA funding
agreement.
Creditors and
shareholders
9.8 hours
$4,644 (ex GST)
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Application for
extension of the
convening period of
the Second Meeting
of Creditors
Prepared an application to the Federal Court of Australia to
request an extension of the convening period for the second
meeting of creditors.
Prepared the affidavit (and supporting documentation) to
support the application.
Liaised with solicitors regarding the application and affidavit.
Prepared notifications to creditors and shareholders and a press
release regarding the successful application to extend the
convening period.
Shareholders and the
Australian Securities
Exchange (“ASX)
Lodged updates on the ASX website.
Corresponded with Australian Securities and Investment
Commission (“ASIC”) in respect of reporting relief.
Corresponded with shareholders and responding to shareholder
queries.
Reviewed shareholder register.
439A report
preparation
(including
investigations)
12.4 hours
$5,393 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
DOCA Collated information and attended explanatory meetings with
interested parties.
Meetings with preferred bidder to discuss the structure and
inclusions for the proposed DOCA.
Liaised with legal advisors regarding terms and structure of the
proposed DOCA.
Modelled outcome analysis to compare the impact of the
proposed DOCA versus a Liquidation on all classes of creditors.
Conducting
investigation
Reviewed and analysed management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available
to a liquidator.
Statutory and
Administration
9.0 hours
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Ongoing file management.
$4,278 (ex GST)
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Hughes Drilling Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 0.6 351 0.0 17 - - - - - - - - 0.6 368
Jason Ireland Partner 650 1.9 1,235 - - - - - - - - - - 1.9 1,235
Jason Preston Partner 650 1.4 923 0.4 228 - - - - - - 1.8 1,170 3.6 2,321
Shaun Fraser Partner 650 4.2 2,737 - - 0.1 52 - - - - - - 4.3 2,789
Anne-Maree Keane Partner 585 8.8 5,154 - - - - - - - - - - 8.8 5,154
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 22.2 12,183 - - - - - - - - - - 22.2 12,183
Anthony Cocco Senior Manager 500 2.7 1,330 0.6 289 1.8 904 - - - - 0.6 279 5.6 2,801
Christopher Johnson Senior Manager 500 5.9 2,950 - - 1.0 505 - - - - - - 6.9 3,455
Heather Matheson Senior Manager 500 0.9 450 6.6 3,321 2.9 1,468 - - - - 0.1 71 10.6 5,311
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 0.3 152 - - - - - - - - - - 0.3 152
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Kate Versey Manager 475 - - - - - - - - - - 0.6 285 0.6 285
Carlo Lucci Assistant Manager 430 22.8 9,817 - - 0.3 125 - - - - - - 23.1 9,942
Elin Gunstveit Assistant Manager 387 - - - - 0.2 77 - - - - 1.4 556 1.6 633
Grace Chessman Senior Accountant 375 - - 1.2 445 1.8 666 - - - - 1.3 493 4.3 1,604
Johnathon Tawil Senior Accountant 375 - - - - 0.2 67 - - - - - - 0.2 67
Timothy Duncan Senior Accountant 375 - - 0.7 271 4.1 1,529 - - - - - - 4.8 1,799
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - - - - - - - 0.1 29
Joshua Crick Accountant 275 - - 0.0 11 - - - - - - 0.1 20 0.1 31
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.3 46 0.3 46
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) 71.7 37,281 9.8 4,644 12.4 5,393 - - - - 9.0 4,278 102.8 51,596
GST 3,728 464 539 - - 428 5,160
Total (including GST) 41,009 5,108 5,932 - - 4,706 56,755
Average hourly rate 572 522 480 N/A N/A 523 552
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$10,120 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Creditors and
shareholders
$1,009 (ex GST)
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$1,400 (ex GST)
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Drafting the 439A report.
Preparing remuneration schedules to include in the 439A
report.
DOCA Liaising with legal advisors regarding terms and structure of the
proposed DOCA.
Modelling outcome analysis to compare the impact of the
proposed DOCA versus a Liquidation on all classes of creditors.
Daily meetings and provision of information to ensure the
DOCA was agreed and in place, in time for the second creditors
meeting.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Statutory and
Administration
$929 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Hughes Drilling Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.8 506 0.1 50 0.1 70 - - - - 0.1 46 1.0 673
Senior Manager 500 5.1 2,530 0.5 252 0.7 350 - - - - 0.5 232 6.7 3,364
Manager 475 4.3 2,024 0.4 202 0.6 280 - - - - 0.4 186 5.7 2,691
Senior Accountant 375 8.1 3,036 0.8 303 1.1 420 - - - - 0.7 279 10.8 4,037
Accountant 275 5.5 1,518 0.6 151 0.8 210 - - - - 0.5 139 7.3 2,019
Admin Staff 160 3.2 506 0.3 50 0.4 70 - - - - 0.3 46 4.2 673
Total (excluding GST) 26.9 10,120 2.7 1,009 3.7 1,400 - - - - 2.5 929 35.7 13,457
GST 1,346
Total (including GST) 14,803
Average hourly rate 377 377 377 - - 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the DOCA period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$5,128 (ex GST)
Sale Initiating a sale process for the sale of the Company shell.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Creditors and
shareholders
$6,410 (ex GST)
Dealing with creditors and their claims Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$7,962 (ex GST)
Conducting
investigations
Inspected company books and records and back up electronic
data.
Undertook financial analysis to understand the financial
position of the company.
Statutory and
Administration
$6,410 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the DOCA period from 9 December 2016 to 27 January 2016
Hughes Drilling Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.4 256 0.5 320 0.6 385 - - - - 0.5 320 2.0 1,282
Senior Manager 500 2.6 1,282 3.2 1,602 3.8 1,923 - - - - 3.2 1,602 12.8 6,410
Manager 475 2.2 1,026 2.7 1,282 3.2 1,538 - - - - 2.7 1,282 10.8 5,128
Senior Accountant 375 4.1 1,538 5.1 1,923 6.2 2,307 - - - - 5.1 1,923 20.5 7,692
Accountant 275 2.8 769 3.5 961 4.2 1,154 - - - - 3.5 961 14.0 3,846
Admin Staff 160 1.6 256 2.0 320 2.4 385 - - - - 2.0 320 8.0 1,282
Total (excluding GST) 13.6 5,128 17.0 6,410 20.4 7,692 - - - - 17.0 6,410 68.1 25,638
GST 2,564
Total (including GST) 28,202
Average hourly rate 377 377 377 - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016
Description of work
Task area General description
Asset realisations
$5,128 (ex GST)
Demobilisation Managing the demobilisation of the group to ensure it is
completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Creditors and
shareholders
$6,410 (ex GST)
Dealing with creditors and their claims Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$7,962 (ex GST)
Conducting
investigations
Conducting further investigations in relation to any potential
voidable transactions including seeking legal advice and liaising
with (potential) defendants and their advisers.
Preparing and lodging report pursuant to Section 533 of the
Act with ASIC.
Litigation / recoveries
(where relevant)
Preparing briefs to solicitors.
Liaising with solicitors regarding recovery action.
Attending to negotiations and settlement matters.
Statutory and
Administration
$6,410 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Task area General description
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016
Hughes Drilling Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.4 256 0.5 320 0.6 385 - - - - 0.5 320 2.0 1,282
Senior Manager 500 2.6 1,282 3.2 1,602 3.8 1,923 - - - - 3.2 1,602 12.8 6,410
Manager 475 2.2 1,026 2.7 1,282 3.2 1,538 - - - - 2.7 1,282 10.8 5,128
Senior Accountant 375 4.1 1,538 5.1 1,923 6.2 2,307 - - - - 5.1 1,923 20.5 7,692
Accountant 275 2.8 769 3.5 961 4.2 1,154 - - - - 3.5 961 14.0 3,846
Admin Staff 160 1.6 256 2.0 320 2.4 385 - - - - 2.0 320 8.0 1,282
Total (excluding GST) 13.6 5,128 17.0 6,410 20.4 7,692 - - - - 17.0 6,410 68.1 25,638
GST 2,564
Total (including GST) 28,202
Average hourly rate 377 377 377 - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Hughes Drilling Ltd (Administrators Appointed) ACN
124 279 750 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $51,596 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of Hughes Drilling Ltd (Administrators Appointed) ACN
124 279 750 for the period from 19 November 2016 to 8 December 2016, calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $13,457 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
3 In the event that the proposed Deed of Company Arrangement is approved by the creditors, and the
current Administrators are appointed as the Deed Administrators/ Trustees of the Creditors Trust::
“That the remuneration of the Deed Administrators of Hughes Drilling Ltd (Administrators Appointed)
ACN 124 279 750 / Trustees of the Creditors Trust for the period from 9 December 2016 to 27 January
2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and
Hourly Rates provided to creditors, to a capped amount of $25,638 (exclusive of GST), plus
disbursements, is hereby approved and can be drawn as required.”
4 In the event that Hughes Drilling Ltd (Administrators Appointed) ACN 124 279 750 is placed into
liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Hughes Drilling Ltd (In Liquidation) ACN 124 279 750 for
the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed
in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped
amount of $25,638 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as
required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed.
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Hughes Drilling Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Hughes Drilling Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 1,290
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL -
Other receipts 4,609
Total receipts 5,899
Payments
Suppliers (132,239)
Employees -
Intergroup Loans (707,701)
Other payments (162,475)
Total payments (1,002,415)
Net receipts/payments (996,516)
Source: Company’s pre-appointment and Administrators’ bank accounts
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Australia Gas Drilling Pty Ltd ACN 139 242 890 (“AGD”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Creditors and
shareholders
6.0 hours
$2,744 (ex GST)
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 6,844 VA period actual
Resolution two 19 November 2016 to 8 December 2016 1,785 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 2,133 DOCA/Liquidation period forecast
Total fee resolutions proposed 10,762
Australia Gas Drilling Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
439A report
preparation
(including
investigations)
3.1 hours
$1,304 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Statutory and
Administration
7.5 hours
$2,796 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Ongoing file management.
Insurance Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Australian Gas Drilling Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 - - 0.0 17 - - - - - - - - 0.0 17
Jason Preston Partner 650 - - 0.4 228 - - - - - - - - 0.4 228
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Anthony Cocco Senior Manager 500 - - 0.3 139 0.9 429 - - - - 0.6 279 1.7 846
Heather Matheson Senior Manager 500 - - 3.1 1,571 0.3 143 - - - - 0.1 71 3.6 1,786
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Elin Gunstveit Assistant Manager 387 - - - - - - - - - - 1.4 556 1.4 556
Mitchell Soden Assistant Manager 387 - - - - - - - - - - 0.1 39 0.1 39
Grace Chessman Senior Accountant 375 - - 1.2 445 0.2 78 - - - - 0.4 155 1.8 678
Johnathon Tawil Senior Accountant 375 - - - - 0.7 254 - - - - - - 0.7 254
Timothy Duncan Senior Accountant 375 - - 0.7 271 1.1 400 - - - - - - 1.8 671
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - - - - - - - 0.1 29
Joshua Crick Accountant 275 - - 0.0 11 - - - - - - 0.1 20 0.1 31
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 1.7 272 1.7 272
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.3 46 0.3 46
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) - - 6.0 2,744 3.1 1,304 - - - - 7.5 2,796 16.6 6,844
GST - 274 130 - - 280 684
Total (including GST) - 3,018 1,434 - - 3,076 7,528
Average hourly rate N/A 504 463 N/A N/A 411 454
Statutory and
administration Total
Creditors and
shareholders
439A report
preparation (including
investigations) EmployeesAsset realisations
Trade on (including
leases and PPSR)
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Creditors and
shareholders
$716 (ex GST)
Secured creditors Liaising with secured creditors in relation to Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$339 (ex GST)
439A preparation Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Statutory and
Administration
$730 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists..
Ongoing file management.
Books and records Cataloguing records to put in storage.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Australia Gas Drilling Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - 0.1 36 0.0 17 - - - - 0.1 37 0.1 89
Senior Manager 500 - - 0.4 179 0.2 85 - - - - 0.4 183 0.9 446
Manager 475 - - 0.3 143 0.1 68 - - - - 0.3 146 0.8 357
Senior Accountant 375 - - 0.6 215 0.3 102 - - - - 0.6 219 1.4 536
Accountant 275 - - 0.4 107 0.2 51 - - - - 0.4 110 1.0 268
Admin Staff 160 - - 0.2 36 0.1 17 - - - - 0.2 37 0.6 89
Total (excluding GST) - - 1.9 716 0.9 339 - - - - 1.9 730 4.7 1,785
GST 179
Total (including GST) 1,964
Average hourly rate - 377 377 - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Statutory and
Administration
$2,133 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Australia Gas Drilling Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - - - - - - - - - 0.2 107 0.2 107
Senior Manager 500 - - - - - - - - - - 1.1 533 1.1 533
Manager 475 - - - - - - - - - - 0.9 427 0.9 427
Senior Accountant 375 - - - - - - - - - - 1.7 640 1.7 640
Accountant 275 - - - - - - - - - - 1.2 320 1.2 320
Admin Staff 160 - - - - - - - - - - 0.7 107 0.7 107
Total (excluding GST) - - - - - - - - - - 5.7 2,133 5.7 2,133
GST 213
Total (including GST) 2,346
Average hourly rate - - - - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Australia Gas Drilling Pty Ltd (Administrators
Appointed) ACN 139 242 890 for the period from 22 September 2016 to 18 November 2016
calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly
Rates provided to creditors, in the amount of $6,844 (excluding GST), plus disbursements, is hereby
approved for payment.”
2 “That the remuneration of the Administrators of Australia Gas Drilling Pty Ltd (Administrators
Appointed) ACN 139 242 890 for the period from 19 November 2016 to 8 December 2016, calculated
on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates
provided to creditors, to a capped amount of $1,785 (exclusive of GST), plus disbursements, is hereby
approved and can be drawn as required.”
3 In the event that Australia Gas Drilling Pty Ltd (Administrators Appointed) ACN 139 242 890 is placed
into liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Australia Gas Drilling Pty Ltd (In Liquidation)
ACN 139 242 890 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $2,133 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed.
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Australia Gas Drilling Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 180
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 330
Other receipts -
Total receipts 510
Payments
Suppliers -
Employees -
Other payments (350)
Total payments (350)
Net receipts/payments 160
Source: Company’s pre-appointment and Administrators’ bank accounts
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Australia Gas Drilling Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
EDMS Metals Pty Ltd ACN 146 399 760 (“EDMS”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Creditors and
shareholders
6.0 hours
$2,744 (ex GST)
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 6,821 VA period actual
Resolution two 19 November 2016 to 8 December 2016 1,779 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 2,131 DOCA/Liquidation period forecast
Total fee resolutions proposed 10,732
Voluntary Administration
EDMS Metals Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
439A report
preparation
(including
investigations)
3.1 hours
$1,304 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Statutory and
Administration
7.5 hours
$2,774 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Ongoing file management.
Insurance Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
EDMS Metals Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 - - 0.0 17 - - - - - - - - 0.0 17
Jason Preston Partner 650 - - 0.4 228 - - - - - - - - 0.4 228
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Anthony Cocco Senior Manager 500 - - 0.3 139 0.9 429 - - - - 0.6 279 1.7 846
Heather Matheson Senior Manager 500 - - 3.1 1,571 0.3 143 - - - - 0.1 71 3.6 1,786
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Elin Gunstveit Assistant Manager 387 - - - - - - - - - - 1.4 556 1.4 556
Grace Chessman Senior Accountant 375 - - 1.2 445 0.2 78 - - - - 0.4 155 1.8 678
Johnathon Tawil Senior Accountant 375 - - - - 0.7 254 - - - - - - 0.7 254
Timothy Duncan Senior Accountant 375 - - 0.7 271 1.1 400 - - - - - - 1.8 671
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - - - - - - - 0.1 29
Joshua Crick Accountant 275 - - 0.0 11 - - - - - - 0.1 20 0.1 31
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 1.8 288 1.8 288
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.3 46 0.3 46
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) - - 6.0 2,744 3.1 1,304 - - - - 7.5 2,774 16.6 6,821
GST - 274 130 - - 277 682
Total (including GST) - 3,018 1,434 - - 3,051 7,503
Average hourly rate N/A 504 463 N/A N/A 407 453
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Creditors and
shareholders
$715 (ex GST)
Secured creditors Liaising with secured creditors in relation to Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$340 (ex GST)
439A preparation Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Statutory and
Administration
$724 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Books and records Cataloguing records to put in storage.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
EDMS Metals Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - 0.1 36 0.0 17 - - - - 0.1 36 0.1 89
Senior Manager 500 - - 0.4 179 0.2 85 - - - - 0.4 181 0.9 445
Manager 475 - - 0.3 143 0.1 68 - - - - 0.3 145 0.7 356
Senior Accountant 375 - - 0.6 215 0.3 102 - - - - 0.6 217 1.4 534
Accountant 275 - - 0.4 107 0.2 51 - - - - 0.4 109 1.0 267
Admin Staff 160 - - 0.2 36 0.1 17 - - - - 0.2 36 0.6 89
Total (excluding GST) - - 1.9 715 0.9 340 - - - - 1.9 724 4.7 1,779
GST 178
Total (including GST) 1,957
Average hourly rate - 377 377 - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Statutory and
Administration
$2,131 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
EDMS Metals Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - - - - - - - - - 0.2 107 0.2 107
Senior Manager 500 - - - - - - - - - - 1.1 533 1.1 533
Manager 475 - - - - - - - - - - 0.9 426 0.9 426
Senior Accountant 375 - - - - - - - - - - 1.7 639 1.7 639
Accountant 275 - - - - - - - - - - 1.2 320 1.2 320
Admin Staff 160 - - - - - - - - - - 0.7 107 0.7 107
Total (excluding GST) - - - - - - - - - - 5.7 2,131 5.7 2,131
GST 213
Total (including GST) 2,344
Average hourly rate - - - - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of EDMS Metals Pty Ltd (Administrators Appointed) ACN
146 399 760 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $6,821 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of EDMS Metals Pty Ltd Ltd (Administrators Appointed)
ACN 146 399 760 for the period from 19 November 2016 to 8 December 2016, calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $1,779(exclusive of GST), plus disbursements, is hereby approved and
can be drawn as required.”
3 In the event that EDMS Metals Pty Ltd (Administrators Appointed) ACN 146 399 760 is placed into
liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of EDMS Metals Pty Ltd (In Liquidation) ACN 146 399 760
for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates
detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $2,131 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed.
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
EDMS Metals Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 29
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 330
Other receipts -
Total receipts 359
Payments
Suppliers -
Employees -
Other payments (350)
Total payments (350)
Net receipts/payments 9
Source: Company’s pre-appointment and Administrators’ bank accounts
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
EDMS Metals Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Every Day Mine Services Operations Pty Ltd ACN 003 949 148 (“EDMSO”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Creditors and
shareholders
6.0 hours
$2,744 (ex GST)
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 6,773 VA period actual
Resolution two 19 November 2016 to 8 December 2016 1,767 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 2,127 DOCA/Liquidation period forecast
Total fee resolutions proposed 10,667
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Every Day Mine Services Operations Pty Ltd (Administrators Appointed)
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
439A report
preparation
(including
investigations)
3.1 hours
$1,304 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Statutory and
Administration
7.2 hours
$2,726 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Ongoing file management.
Insurance Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Every Day Mine Services Operations Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 - - 0.0 17 - - - - - - - - 0.0 17
Jason Preston Partner 650 - - 0.4 228 - - - - - - - - 0.4 228
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Anthony Cocco Senior Manager 500 - - 0.3 139 0.9 429 - - - - 0.6 279 1.7 846
Heather Matheson Senior Manager 500 - - 3.1 1,571 0.3 143 - - - - 0.1 71 3.6 1,786
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Elin Gunstveit Assistant Manager 387 - - - - - - - - - - 1.4 556 1.4 556
Grace Chessman Senior Accountant 375 - - 1.2 445 0.2 78 - - - - 0.4 155 1.8 678
Johnathon Tawil Senior Accountant 375 - - - - 0.7 254 - - - - - - 0.7 254
Timothy Duncan Senior Accountant 375 - - 0.7 271 1.1 400 - - - - - - 1.8 671
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - - - - - - - 0.1 29
Joshua Crick Accountant 275 - - 0.0 11 - - - - - - 0.1 20 0.1 31
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 1.5 240 1.5 240
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.3 46 0.3 46
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) - - 6.0 2,744 3.1 1,304 - - - - 7.2 2,726 16.3 6,773
GST - 274 130 - - 273 677
Total (including GST) - 3,018 1,434 - - 2,998 7,451
Average hourly rate N/A 504 463 N/A N/A 417 458
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Creditors and
shareholders
$715 (ex GST)
Secured creditors Liaising with secured creditors in relation to Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$341 (ex GST)
439A preparation Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Statutory and
Administration
$710 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Ongoing file management.
Books and records Cataloguing records to put in storage.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Every Day Mining Services Operantions Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - 0.1 36 0.0 17 - - - - 0.1 36 0.1 88
Senior Manager 500 - - 0.4 179 0.2 85 - - - - 0.4 178 0.9 442
Manager 475 - - 0.3 143 0.1 68 - - - - 0.3 142 0.7 353
Senior Accountant 375 - - 0.6 215 0.3 102 - - - - 0.6 213 1.4 530
Accountant 275 - - 0.4 107 0.2 51 - - - - 0.4 107 1.0 265
Admin Staff 160 - - 0.2 36 0.1 17 - - - - 0.2 36 0.6 88
Total (excluding GST) - - 1.9 715 0.9 341 - - - - 1.9 710 4.7 1,767
GST 177
Total (including GST) 1,943
Average hourly rate - 377 377 - - 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Statutory and
Administration
$2,127 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Every Day Mining Services Operantions Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - - - - - - - - - 0.2 106 0.2 106
Senior Manager 500 - - - - - - - - - - 1.1 532 1.1 532
Manager 475 - - - - - - - - - - 0.9 425 0.9 425
Senior Accountant 375 - - - - - - - - - - 1.7 638 1.7 638
Accountant 275 - - - - - - - - - - 1.2 319 1.2 319
Admin Staff 160 - - - - - - - - - - 0.7 106 0.7 106
Total (excluding GST) - - - - - - - - - - 5.6 2,127 5.6 2,127
GST 213
Total (including GST) 2,340
Average hourly rate - - - - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Every Day Mine Services Operations Pty Ltd
(Administrators Appointed) ACN 003 949 148 for the period from 22 September 2016 to 18 November
2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and
Hourly Rates provided to creditors, in the amount of $6,773 (excluding GST), plus disbursements, is
hereby approved for payment.”
2 “That the remuneration of the Administrators of Every Day Mine Services Operations Pty Ltd
(Administrators Appointed) ACN 003 949 148 for the period from 19 November 2016 to 8 December
2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and
Hourly Rates provided to creditors, to a capped amount of $1,767 (exclusive of GST), plus
disbursements, is hereby approved and can be drawn as required.”
3 In the event that Every Day Mine Services Operations Pty Ltd (Administrators Appointed) ACN 003 949
148 is placed into liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Every Day Mine Services Operations Pty Ltd (In
Liquidation) ACN 146 399 760 for the period from 9 December 2016 to 27 January 2017, calculated on
hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates
provided to creditors, to a capped amount of $2,127 (exclusive of GST), plus disbursements, is hereby
approved and can be drawn as required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed.
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
EDMS Metals Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 29
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 330
Other receipts -
Total receipts 359
Payments
Suppliers -
Employees -
Other payments (350)
Total payments (350)
Net receipts/payments 9
Source: Company’s pre-appointment and Administrators’ bank accounts
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Every Day Mine Services Operations Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Express Hydraulics (Aust) Pty Ltd ACN 155 845 864 (“EHA”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
28.3 hours
$14,226 (ex GST)
Strategy and process Assess assets and sites and consider risks and requirements to
protect assets.
Prepare sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
interested parties.
Issued process letters to shortlisted parties.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 228,319 VA period actual
Resolution two 19 November 2016 to 8 December 2016 59,551 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 50,000 DOCA/Liquidation period forecast
Total fee resolutions proposed 337,870
Voluntary Administration
Express Hydraulics (Aust) Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Plant and equipment Identified and secured plant and equipment on appointment.
Liaised with and instructed valuers and auctioneers.
Reviewed asset listings and valuations.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held
by the Company.
Day to day management of banking, account reconciliations
and processing receipts and payments.
Developed trading forecasts, negotiated funding with secured
creditor, applied to federal court for approval of VA funding
agreement.
Debtors Liaised with management and customers regarding outstanding
debtors and worked to resolve invoice disputes.
Reviewed work in progress and liaised with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounted for debtor collections.
Inventory Conducted stock takes with the assistance of valuation agents
and management.
Liaised with valuers.
Reviewed stock listing and values.
Reviewed and assessed of stock management systems.
Investigated stock valuation issues.
Creditors and
shareholders
18.8 hours
$9,431 (ex GST)
Unsecured creditors
Obtained a listing of unsecured trade creditors with addresses
and contact details.
Issued the Circular to Creditors on appointment, containing the
notice of the first meeting of creditors.
Engaged Link Market Services and set up a creditor/
stakeholder hotline to collate and respond to queries.
Prepared responses to frequently asked questions for use by
Link Market Services in addressing creditor queries.
Responded to creditor enquiries via telephone and email.
Responded to creditor enquiries which had escalated from Link
Market Services.
Liaised with Link Market Services to monitor the number and
nature of creditor enquires.
Finalised month-end accounts and calculated creditor claims as
at the date of appointment.
Maintained creditor enquiry register.
Reviewed and Prepared correspondence to creditors and their
representatives via email and post.
Negotiated with creditors to continue ongoing supply.
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Application for
extension of the
convening period of
the Second Meeting
of Creditors
Prepared an application to the Federal Court of Australia to
request an extension of the convening period for the second
meeting of creditors.
Prepared the affidavit (and supporting documentation) to
support the application.
Liaised with solicitors regarding the application and affidavit.
Prepared notifications to creditors and shareholders and a press
release regarding the successful application to extend the
convening period.
Committee of
Creditors
Prepared schedule of Committee of Creditors members.
Reviewed and issue appointment documents to Committee of
Creditors members.
Ongoing communication with Committee of Creditors
members.
439A report
439A preparation Inspected company books and records and back up electronic
data.
preparation
(including
investigations)
11.8 hours
$5,313 (ex GST)
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Conducting
investigation
Reviewed and analysed management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available
to a liquidator.
Employees
27.2 hours
$11,058 (ex GST)
Employee enquiries Addressed employees on appointment in person and via
telephone.
Received and responded to employee enquiries via telephone,
email and in person.
Prepared regular updates to employees.
Entitlements Complied employee location and contact details.
Reviewed employee files and the books and records.
Drafted and issued a circular to employees on appointment.
Worked with management to calculate entitlements.
Analysed and investigated employee entitlements, liaised with
statutory bodies and assessed DOCA impact on employees.
Reconciled superannuation accounts.
Liaised with solicitors regarding entitlements.
Preparation of letters to employees advising of their
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaised with the Department of Employment regarding potential
claims being made under FEG.
Payment and funding
of payroll
Paid wages, annual leave and other payroll expenses.
Prepared Group Certificates.
Other employee
issues
Liaised with the Child Support Agency.
Liaised with Centrelink.
Liaised with human resources and payroll staff to resolve
employee related issues.
Dealt with employee resignations, and the termination of
employees where required.
Engaged temporary employee contractors to fill key positions.
Reviewed contracts of employment for new starter employees.
Trade on
(including leases
and PPSR)
426.8 hours
$178,675 (ex GST)
Appointment matters Prepared and sent circulars to creditors and suppliers regarding
the Administrators’ appointment.
Liaised with utility providers to ensure continuation of services.
Liaised with the insurance broker to establish appropriate
insurance coverage for the Administration.
Investigated pre-appointment insurance policies.
Attended site, meet and address the staff members.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Received initial notification of creditor’s intention to claim.
Adjudicated on retention of title (‘ROT) and PPSR claims.
Correspondence with creditors regarding rejected ROT and
PPSR claims.
Worked with registered but satisfied claimants to have
registrations and security interests discharged.
Landlords Obtained a listing of landlords with addresses and contact
details and notifying landlords of the Administrators’
appointment.
Notified landlords of the Administrators’ intention not to
exercise property rights.
Leasing Reviewed lease documents.
Liaised with owners/lessors regarding asset location and site
visits.
Maintained a summary of leased assets and continued to
update.
Banking Liaised with Westpac regarding the identification and
management of pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Facilitated bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrated company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Prepared payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Developed a trading cash flow model.
Reviewed and updated the cash flow to assess the trading
position of the Company.
Worked with Company staff to understand debtor position and
collections.
Obtained details regarding location and supply of stock.
Prepared and circulated trading / accounting protocol
documentation to all employees.
Employees Prepared circular to employees notifying of the Administrators’
appointment.
Reviewed employee wage calculations for the Administration
period.
Completed weekly wage runs and reimbursed employees for
any work related expenses.
Approved recruitment advertisements.
Reviewed individual employee leave requests.
Responded to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitated conference calls to the Company’s employees to
provide regular updates in respect of the Administration.
Informed employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Prepared a circular and notice to customers advising them of
the appointment of the Administrators and provided
information in regards to specific contract issues.
Regular meetings with customers.
Suppliers Notified suppliers of appointment and liaised with suppliers to
set up Administration accounts.
Managed key suppliers through the Administration process and
dealt with any specific supplier enquiries.
Provided Company staff with guidelines and parameters to
enable them to continue to manage the business operations.
Created and maintained a purchase order register to monitor
the Administrators’ liabilities.
Reviewed and authorised purchase orders submitted by
Company staff.
Weekly payments to third party suppliers for approved orders.
Ensured the continuance of a number of key utility services in
the Administration.
Processed receipts
and payments
Processed receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
26.2 hours
$9,617 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Ongoing file management.
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Cash management Established daily cash management processes and protocols
and implemented cash management practices.
Established daily cash management variance analysis and re-
forecasting practices.
Reviewed cash balances and funding needs on a daily basis.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Express Hydraulics (Aust) Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 0.2 105 0.0 17 - - - - 0.1 29 0.1 35 0.3 186
Jason Ireland Partner 650 0.6 371 1.8 1,157 - - - - 8.2 5,311 - - 10.5 6,838
Jason Preston Partner 650 0.4 277 1.9 1,242 - - 0.8 542 3.9 2,506 0.7 468 7.7 5,034
Shaun Fraser Partner 650 1.3 821 0.4 234 0.0 16 0.1 87 1.5 995 0.1 65 3.4 2,217
Anne-Maree Keane Partner 585 2.6 1,546 - - - - - - - - - - 2.6 1,546
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 6.6 3,655 - - - - - - 2.0 1,100 - - 8.6 4,755
Susan Fiedler Director 550 - - - - - - - - 5.5 3,025 - - 5.5 3,025
Anthony Cocco Senior Manager 500 1.6 798 1.7 859 1.1 571 0.7 350 25.5 12,764 2.6 1,314 33.3 16,656
Cameron Gray Senior Manager 500 - - - - - - - - 0.4 200 - - 0.4 200
Christopher Johnson Senior Manager 500 5.7 2,835 1.9 970 1.9 952 - - 28.6 14,275 - - 38.1 19,032
Heather Matheson Senior Manager 500 0.3 135 6.7 3,326 1.1 540 0.8 417 8.8 4,420 4.8 2,421 22.5 11,260
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 0.1 46 - - 3.7 1,739 7.0 3,325 77.5 36,797 - - 88.2 41,906
Jessie Maguire Manager 475 - - 0.1 39 - - - - - - - - 0.1 39
Carlo Lucci Assistant Manager 430 6.8 2,945 - - 0.1 37 - - 7.6 3,268 - - 14.5 6,250
Elin Gunstveit Assistant Manager 387 - - - - 0.1 23 - - 0.8 310 1.8 701 2.7 1,034
Mitchell Soden Assistant Manager 387 - - - - - - 1.2 464 131.2 50,786 0.1 46 132.6 51,297
Grace Chessman Senior Accountant 375 0.1 38 1.8 670 0.7 254 - - 15.8 5,927 2.0 759 20.4 7,647
Johnathon Tawil Senior Accountant 375 - - - - 1.2 442 13.4 5,025 7.5 2,813 2.3 881 24.4 9,160
Timothy Duncan Senior Accountant 375 1.0 375 2.3 863 2.0 739 0.5 188 77.7 29,144 0.4 143 83.9 31,451
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - 0.4 101 7.3 2,000 0.2 44 7.9 2,174
Joshua Crick Accountant 275 1.0 281 0.0 11 - - 1.9 513 3.1 843 0.6 163 6.6 1,811
Andrea Palmer Client Admin/Prac Serv-Level 4 144 - - - - - - - - 0.5 70 - - 0.5 70
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - 3.1 492 4.8 774 7.9 1,266
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - 5.6 893 2.4 382 8.0 1,275
Trent Williams Client Admin/Prac Serv-Level 3 144 - - - - - - - - 2.1 307 0.2 35 2.4 341
Clare Lethlean Client Admin/Prac Serv-Level 2 160 - - - - - - 0.2 27 1.5 240 - - 1.7 267
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - 0.2 20 1.2 163 0.2 32 1.7 228
Total (excluding GST) 28.3 14,226 18.8 9,431 11.8 5,313 27.2 11,058 426.8 178,675 26.2 9,617 539.1 228,319
GST 1,423 943 531 1,106 17,867 962 22,832
Total (including GST) 15,649 10,374 5,844 12,164 196,542 10,579 251,151
Average hourly rate 552 552 496 448 460 403 466
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$11,791 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Plant and equipment Maintaining the plant and equipment.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Reviewing work in progress and liaising with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounting for debtor collections.
Creditors and
shareholders
$1,965 (ex GST)
Unsecured creditors
Responding to creditor enquiries via telephone and email.
Responding to creditor enquiries which had escalated from Link
Market Services.
Liaising with Link Market Services to monitor the number and
nature of creditor enquires.
Maintaining creditor enquiry register.
Reviewing and preparing correspondence to creditors and their
representatives via email and post.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$2,203 (ex GST)
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Employees
$2,620 (ex GST)
Employee enquiries Receiving and responding to employee enquiries via telephone,
email and in person.
Preparing regular updates to employees.
Entitlements Analysing and investigating employee entitlements, liaising with
statutory bodies and assessing the DOCA impact on employees.
Liaising with solicitors regarding the status of employee
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under Fair Entitlements Guarantee
scheme.
Payment and funding
of payroll
Paying wages, annual leave and other payroll expenses.
Other employee
issues
Liaising with the Child Support Agency.
Liaising with Centrelink.
Liaising with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
$38,946 (ex GST)
Retention of title
claims (“ROT”) and
Personal Property
Securities Register
(“PPSR”)
Adjudicating on ROT and PPSR claims.
Corresponding with creditors and their representatives
regarding rejected ROT and PPSR claims.
Working with registered but satisfied claimants to have
registrations and security interests discharged.
Leasing Maintaining a summary of leased assets.
Banking Management of pre-appointment Company bank accounts.
Management of post-appointment Company trading bank
account.
Facilitating bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrating company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Preparing payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Maintaining a trading cash flow model.
Reviewing and updated the cash flow to assess the trading
position of the Companies.
Working with Companies staff to understand debtor position
and collections.
Employees Completing weekly wage runs and reimbursing employees for
any work related expenses.
Approving recruitment advertisements.
Reviewing individual employee leave requests.
Responding to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitating conference calls to the Companies’ employees to
provide regular updates in respect of the Administration.
Informing employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Regular meetings with customers.
Suppliers Managing key suppliers through the Administration process
and dealt with any specific supplier enquiries.
Maintaining a purchase order register to monitor the
Administrators’ liabilities.
Reviewing and authorising purchase orders.
Weekly payments to suppliers for approved orders.
Processed receipts
and payments
Processing receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
$2,025 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Express Hydraulics Australia Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.9 590 0.2 98 0.2 110 0.2 131 3.0 1,947 0.2 101 4.6 2,978
Senior Manager 500 5.9 2,948 1.0 491 1.1 551 1.3 655 19.5 9,737 1.0 506 29.8 14,888
Manager 475 5.0 2,358 0.8 393 0.9 441 1.1 524 16.4 7,789 0.9 405 25.1 11,910
Senior Accountant 375 9.4 3,537 1.6 590 1.8 661 2.1 786 31.2 11,684 1.6 607 47.6 17,865
Accountant 275 6.4 1,769 1.1 295 1.2 331 1.4 393 21.2 5,842 1.1 304 32.5 8,933
Admin Staff 160 3.7 590 0.6 98 0.7 110 0.8 131 12.2 1,947 0.6 101 18.6 2,978
Total (excluding GST) 31.3 11,791 5.2 1,965 5.9 2,203 7.0 2,620 103.4 38,946 5.4 2,025 158.2 59,551
GST 5,955
Total (including GST) 65,506
Average hourly rate 377 377 377 377 377 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$10,000 (ex GST)
Plant and equipment Liaising with and instructing valuers and auctioneers.
Reviewing asset listings and valuations.
Arranging onsite or other auctions for plant & equipment.
Pursuing any other sale options for remaining assets of the
group.
Demobilisation Safely decommissioning and removing equipment from each of
the customer sites
Managing a small number of staff members to ensure
demobilisation is completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Continue to collect outstanding debtors.
Creditors and
shareholders
$5,000 (ex GST)
Dealing with creditors
and their claims
Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$10,000 (ex GST)
Conducting
investigations
Conducting further investigations in relation to any potential
voidable transactions including seeking legal advice and liaising
with (potential) defendants and their advisers.
Preparing and lodging report pursuant to Section 533 of the
Act with ASIC.
Litigation / recoveries
(where relevant)
Preparing briefs to solicitors.
Liaising with solicitors regarding recovery action.
Attending to negotiations and settlement matters.
Employees
$7,500 (ex GST)
Employees Terminating employment contracts as the demobilisation is
completed.
Liaising with former employees in relation to claims and
entitlements.
Finalising employee entitlement calculations.
Making distribution to preferential employee creditors.
Preparing Group Certificates.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under FEG.
Trade On
$5,000 (ex GST)
Creditors Preparing correspondence to potential creditors inviting
lodgement of PODs.
Receiving and adjudicating on PODs.
Requesting further information from creditors regarding PODs.
Considering legal advice regarding PODs (if needed).
Liaising with and satisfying all creditors from the Voluntary
Administration and demobilisation period.
Statutory and
Administration
$12,500 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other statutory
reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Express Hydraulics Australia Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.8 500 0.4 250 0.8 500 0.6 375 0.4 250 1.0 625 3.8 2,500
Senior Manager 500 5.0 2,500 2.5 1,250 5.0 2,500 3.8 1,875 2.5 1,250 6.3 3,125 25.0 12,500
Manager 475 4.2 2,000 2.1 1,000 4.2 2,000 3.2 1,500 2.1 1,000 5.3 2,500 21.1 10,000
Senior Accountant 375 8.0 3,000 4.0 1,500 8.0 3,000 6.0 2,250 4.0 1,500 10.0 3,750 40.0 15,000
Accountant 275 5.5 1,500 2.7 750 5.5 1,500 4.1 1,125 2.7 750 6.8 1,875 27.3 7,500
Admin Staff 160 3.1 500 1.6 250 3.1 500 2.3 375 1.6 250 3.9 625 15.6 2,500
Total (excluding GST) 26.6 10,000 13.3 5,000 26.6 10,000 19.9 7,500 13.3 5,000 33.2 12,500 132.8 50,000
GST 5,000
Total (including GST) 55,000
Average hourly rate 377 377 377 377 377 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Express Hydraulics (Aust) Pty Ltd (Administrators
Appointed) ACN 155 845 864 for the period from 22 September 2016 to 18 November 2016
calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly
Rates provided to creditors, in the amount of $228,319 (excluding GST), plus disbursements, is hereby
approved for payment.”
2 “That the remuneration of the Administrators of Express Hydraulics (Aust) Pty Ltd (Administrators
Appointed) ACN 155 845 864 for the period from 19 November 2016 to 8 December 2016, calculated
on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates
provided to creditors, to a capped amount of $59,551 (exclusive of GST), plus disbursements, is hereby
approved and can be drawn as required.”
3 In the event that Express Hydraulics (Aust) Pty Ltd (Administrators Appointed) ACN 155 845 864 is
placed into liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Express Hydraulics (Aust) Pty Ltd (In Liquidation) ACN 155
845 864 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the
rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $50,000 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
We confirm that disbursements of $15,698 have been incurred during the period 22 September 2016 to 18 November
2016, for which McGrathNicol will be reimbursed. These are as follows:
Express Hydraulics (Aust) Pty Ltd
Disbursements for the period 22 September 2016 to 18 November 2016
Category Value exc GST ($)
Per diems 1,613
Airfares 5,989
Accomodation 3,248
Taxis and other travel 4,643
Other 205
Total 15,698
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Express Hydraulics (Aust) Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Express Hydraulics (Aust) Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 497
Pre-appointment debtors 342,433
Post-appointment debtors 85,723
Advance from HDL 215,771
Other receipts 50
Total receipts 644,473
Payments
Suppliers (198,331)
Employees (212,023)
Other payments (15,943)
Total payments (426,297)
Net receipts/payments 218,177
Source: Company’s pre-appointment and Administrators’ bank accounts
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
G.O.S. Drilling Pty Ltd ACN 068 520 794 (“GOS”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Creditors and
shareholders
6.0 hours
$2,744 (ex GST)
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 6,661 VA period actual
Resolution two 19 November 2016 to 8 December 2016 1,737 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 2,118 DOCA/Liquidation period forecast
Total fee resolutions proposed 10,516
G.O.S. Drilling Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Shareholders and the
Australian Securities
Exchange (“ASX)
Lodged updates on the ASX website.
Corresponded with Australian Securities and Investment
Commission (“ASIC”) in respect of reporting relief.
Corresponded with shareholders and responding to shareholder
queries.
Reviewed shareholder register.
439A report
preparation
(including
investigations)
3.1 hours
$1,304 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Statutory and
Administration
6.5 hours
$2,614 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Ongoing file management.
Insurance Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
G.O.S. Drilling Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 - - 0.0 17 - - - - - - - - 0.0 17
Jason Preston Partner 650 - - 0.4 228 - - - - - - - - 0.4 228
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Anthony Cocco Senior Manager 500 - - 0.3 139 0.9 429 - - - - 0.6 279 1.7 846
Heather Matheson Senior Manager 500 - - 3.1 1,571 0.3 143 - - - - 0.1 71 3.6 1,786
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Elin Gunstveit Assistant Manager 387 - - - - - - - - - - 1.4 556 1.4 556
Grace Chessman Senior Accountant 375 - - 1.2 445 0.2 78 - - - - 0.4 155 1.8 678
Johnathon Tawil Senior Accountant 375 - - - - 0.7 254 - - - - - - 0.7 254
Timothy Duncan Senior Accountant 375 - - 0.7 271 1.1 400 - - - - - - 1.8 671
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - - - - - - - 0.1 29
Joshua Crick Accountant 275 - - 0.0 11 - - - - - - 0.1 20 0.1 31
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.8 128 0.8 128
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.3 46 0.3 46
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) - - 6.0 2,744 3.1 1,304 - - - - 6.5 2,614 15.6 6,661
GST - 274 130 - - 261 666
Total (including GST) - 3,018 1,434 - - 2,875 7,327
Average hourly rate N/A 504 463 N/A N/A 443 470
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Creditors and
shareholders
$716 (ex GST)
Secured creditors Liaising with secured creditors in relation to Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$341 (ex GST)
439A preparation Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Statutory and
Administration
$681 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
G.O.S. Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - 0.1 36 0.0 17 - - - - 0.1 34 0.1 87
Senior Manager 500 - - 0.4 179 0.2 85 - - - - 0.3 170 0.9 434
Manager 475 - - 0.3 143 0.1 68 - - - - 0.3 136 0.7 347
Senior Accountant 375 - - 0.6 215 0.3 102 - - - - 0.5 204 1.4 521
Accountant 275 - - 0.4 107 0.2 51 - - - - 0.4 102 0.9 261
Admin Staff 160 - - 0.2 36 0.1 17 - - - - 0.2 34 0.5 87
Total (excluding GST) - - 1.9 716 0.9 341 - - - - 1.8 681 4.6 1,737
GST 174
Total (including GST) 1,911
Average hourly rate - 377 377 - - 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Statutory and
Administration
$2,118 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
G.O.S. Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - - - - - - - - - 0.2 106 0.2 106
Senior Manager 500 - - - - - - - - - - 1.1 529 1.1 529
Manager 475 - - - - - - - - - - 0.9 424 0.9 424
Senior Accountant 375 - - - - - - - - - - 1.7 635 1.7 635
Accountant 275 - - - - - - - - - - 1.2 318 1.2 318
Admin Staff 160 - - - - - - - - - - 0.7 106 0.7 106
Total (excluding GST) - - - - - - - - - - 5.6 2,118 5.6 2,118
GST 212
Total (including GST) 2,329
Average hourly rate - - - - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of G.O.S. Drilling Pty Ltd (Administrators Appointed) ACN
068 520 794 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $6,661 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of G.O.S. Drilling Pty Ltd (Administrators Appointed) ACN
068 520 794 for the period from 19 November 2016 to 8 December 2016, calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $1,737 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
3 In the event that G.O.S. Drilling Pty Ltd (Administrators Appointed) ACN 068 520 794 is placed into
liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of G.O.S. Drilling Pty Ltd (In Liquidation) ACN 068 520 794
for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates
detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $2,118 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed.
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
G.O.S. Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment -
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 330
Other receipts -
Total receipts 330
Payments
Suppliers -
Employees -
Other payments (330)
Total payments (330)
Net receipts/payments -
Source: Company’s pre-appointment and Administrators’ bank accounts
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
G.O.S. Drilling Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Hughes Drilling 1 Pty Ltd ACN 011 007 702 (“HD1”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset
realisations
240.0 hours
$125,635 (ex
GST)
Strategy and process Assess assets and sites and consider risks and requirements to protect
assets.
Prepare sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including responding to
queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 658,810 VA period actual
Resolution two 19 November 2016 to 8 December 2016 171,832 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 25,875 DOCA/Liquidation period forecast
Resolution four 9 December 2016 to 27 January 2017 180,000 Liquidation period forecast
Total fee resolutions proposed (DOCA/Liquidation) 856,517
Total fee resolutions proposed (Liquidation) 1,010,642
Voluntary Administration
Hughes Drilling 1 Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
interested parties.
Issued process letters to shortlisted parties.
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management presentations,
site visits, Q&A activity and negotiations with bidders.
Plant and equipment Identified and secured plant and equipment on appointment.
Liaised with and instructed valuers and auctioneers.
Reviewed asset listings and valuations.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held by the
Company.
Day to day management of banking, account reconciliations and
processing receipts and payments.
Developed trading forecasts, negotiated funding with secured creditor,
applied to federal court for approval of VA funding agreement.
Debtors Liaised with management and customers regarding outstanding
debtors and worked to resolve invoice disputes.
Reviewed work in progress and liaised with management regarding
invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounted for debtor collections.
Inventory Conducted stock takes with the assistance of valuation agents and
management.
Liaised with valuers.
Reviewed stock listing and values.
Reviewed and assessed of stock management systems.
Investigated stock valuation issues.
Creditors and
shareholders
37.4 hours
$19,642 (ex GST)
Unsecured creditors
Obtained a listing of unsecured trade creditors with addresses and
contact details.
Issued the Circular to Creditors on appointment, containing the notice
of the first meeting of creditors.
Engaged Link Market Services and set up a creditor/ stakeholder
hotline to collate and respond to queries.
Prepared responses to frequently asked questions for use by Link
Market Services in addressing creditor queries.
Responded to creditor enquiries via telephone and email.
Responded to creditor enquiries which had escalated from Link Market
Services.
Liaised with Link Market Services to monitor the number and nature of
creditor enquires.
Finalised month-end accounts and calculated creditor claims as at the
date of appointment.
Maintained creditor enquiry register.
Reviewed and Prepared correspondence to creditors and their
representatives via email and post.
Negotiated with creditors to continue ongoing supply.
Secured creditors Liaised with secured creditors regarding the appointment, it’s security,
funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents for the
first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of postage,
attendance register, lists of creditors, report to creditors and the
advertisement of meeting.
Developing a media management plan and protocols for attendance at
the first meeting.
Attendance at and chaired meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with ASIC.
Application for
extension of the
convening period of
the Second Meeting
of Creditors
Prepared an application to the Federal Court of Australia to request an
extension of the convening period for the second meeting of creditors.
Prepared the affidavit (and supporting documentation) to support the
application.
Liaised with solicitors regarding the application and affidavit.
Prepared notifications to creditors and shareholders and a press
release regarding the successful application to extend the convening
period.
Committee of
Creditors
Prepared schedule of Committee of Creditors members.
Reviewed and issue appointment documents to Committee of
Creditors members.
Ongoing communication with Committee of Creditors members.
439A report
preparation
(including
investigations)
439A preparation Inspected company books and records and back up electronic data.
Conducted and summarised various statutory searches and financial
reports.
Undertook financial analysis to understand the financial position of the
44.1 hours
$19,576 (ex GST)
company in the months leading up to the appointment of
Administrators.
Reviewed the Reports as to Affairs provided by the directors and
commenting on same.
Determined the content and key findings for inclusion in the 439A
Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
DOCA Collated information and attended explanatory meetings with
interested parties.
Meetings with preferred bidder to discuss the structure and inclusions
for the proposed DOCA.
Liaised with legal advisors regarding terms and structure of the
proposed DOCA.
Modelled outcome analysis to compare the impact of the proposed
DOCA versus a Liquidation on all classes of creditors.
Conducting
investigation
Reviewed and analysed management accounts, annual reports, and
prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available to a
liquidator.
Employees
70.0 hours
$25,102 (ex GST)
Employee enquiries Addressed employees on appointment in person and via telephone.
Received and responded to employee enquiries via telephone, email
and in person.
Prepared regular updates to employees.
Entitlements Complied employee location and contact details.
Reviewed employee files and the books and records.
Drafted and issued a circular to employees on appointment.
Worked with management to calculate entitlements.
Analysed and investigated employee entitlements, liaised with statutory
bodies and assessed DOCA impact on employees.
Reconciled superannuation accounts.
Liaised with solicitors regarding entitlements.
Preparation of letters to employees advising of their entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaised with the Department of Employment regarding potential claims
being made under FEG.
Payment and funding
of payroll
Paid wages, annual leave and other payroll expenses.
Prepared Group Certificates.
Other employee
issues
Liaised with the Child Support Agency.
Liaised with Centrelink.
Liaised with human resources and payroll staff to resolve employee
related issues.
Trade on
(including leases
and PPSR)
988.6 hours
$453,423 (ex
GST)
Appointment matters Prepared and sent circulars to creditors and suppliers regarding the
Administrators’ appointment.
Liaised with utility providers to ensure continuation of services.
Liaised with the insurance broker to establish appropriate insurance
coverage for the Administration.
Investigated pre-appointment insurance policies.
Attended site, meet and address the staff members.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Received initial notification of creditor’s intention to claim.
Adjudicated on retention of title (‘ROT) and PPSR claims.
Correspondence with creditors regarding rejected ROT and PPSR
claims.
Worked with registered but satisfied claimants to have registrations
and security interests discharged.
Landlords Obtained a listing of landlords with addresses and contact details and
notifying landlords of the Administrators’ appointment.
Notified landlords of the Administrators’ intention not to exercise
property rights.
Leasing Reviewed lease documents.
Liaised with owners/lessors regarding asset location and site visits.
Maintained a summary of leased assets and continued to update.
Banking Liaised with Westpac regarding the identification and management of
pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Facilitated bank sweeps from pre-appointment bank accounts to post-
appointment bank account.
Administrated company staff with bank reconciliation work to assist
with debtor collections and cash flow maintenance.
Prepared payment requisition forms and receipt vouchers to reflect the
Company’s transactions in the Administrators’ accounting software.
Cash flow and trading Developed a trading cash flow model.
Reviewed and updated the cash flow to assess the trading position of
the Company.
Worked with Company staff to understand debtor position and
collections.
Obtained details regarding location and supply of stock.
Prepared and circulated trading / accounting protocol documentation
to all employees.
Employees Prepared circular to employees notifying of the Administrators’
appointment.
Reviewed employee wage calculations for the Administration period.
Completed weekly wage runs and reimbursed employees for any work
related expenses.
Approved recruitment advertisements.
Reviewed individual employee leave requests.
Responded to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitated conference calls to the Company’s employees to provide
regular updates in respect of the Administration.
Informed employees of the how rights in the Administration impacts
their accrued entitlements.
Customers Prepared a circular and notice to customers advising them of the
appointment of the Administrators and provided information in
regards to specific contract issues.
Regular meetings with customers.
Suppliers Notified suppliers of appointment and liaised with suppliers to set up
Administration accounts.
Managed key suppliers through the Administration process and dealt
with any specific supplier enquiries.
Provided Company staff with guidelines and parameters to enable
them to continue to manage the business operations.
Created and maintained a purchase order register to monitor the
Administrators’ liabilities.
Reviewed and authorised purchase orders submitted by Company staff.
Weekly payments to third party suppliers for approved orders.
Ensured the continuance of a number of key utility services in the
Administration.
Processed receipts
and payments
Processed receipts and payments into the Administrators’ accounting
system and generating management reports.
Statutory and
Administration
43.6 hours
$15,433 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Ongoing file management.
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded with
the Company’s previous brokers.
Liaised with insurance broker as incidents occurred during the
Administration.
Declaration of Prepared Declaration of Independence, Relevant Relationships and
Independence,
Relevant Relationships
and Indemnities
Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the appointment.
Maintained updated information on the website for the benefit of
stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including the Form
505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation Office
and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a RATA.
Liaised with the directors regarding the logistics of RATA lodgements,
including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Cash management Established daily cash management processes and protocols and
implemented cash management practices.
Established daily cash management variance analysis and re-
forecasting practices.
Reviewed cash balances and funding needs on a daily basis.
Taxation Prepared letters to the Australian Taxation Office for documents in
relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Hughes Drilling 1 Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 1.8 1,053 0.0 17 - - - - 11.7 6,850 0.1 61 13.6 7,981
Jason Ireland Partner 650 18.3 11,895 9.1 5,925 - - - - 93.6 60,853 - - 121.0 78,673
Jason Preston Partner 650 4.3 2,769 3.1 2,002 - - 0.8 542 7.2 4,703 1.3 819 16.7 10,834
Shaun Fraser Partner 650 12.6 8,210 0.6 410 0.2 156 0.1 87 3.7 2,392 0.2 114 17.5 11,367
Anne-Maree Keane Partner 585 26.4 15,462 - - - - - - - - - - 26.4 15,462
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 66.5 36,548 - - - - - - 4.0 2,200 - - 70.5 38,748
Susan Fiedler Director 550 - - - - - - - - 9.6 5,294 - - 9.6 5,294
Anthony Cocco Senior Manager 500 9.3 4,674 4.2 2,099 3.7 1,854 4.2 2,100 160.2 80,116 4.5 2,237 186.2 93,079
Cameron Gray Senior Manager 500 - - - - - - - - 0.7 350 - - 0.7 350
Christopher Johnson Senior Manager 500 25.6 12,800 3.5 1,773 6.3 3,165 - - 141.1 70,565 - - 176.6 88,303
Heather Matheson Senior Manager 500 2.7 1,350 9.3 4,639 8.2 4,118 0.8 417 15.7 7,833 8.4 4,184 45.1 22,540
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 1.0 456 - - 6.4 3,042 7.0 3,325 148.1 70,360 - - 162.5 77,184
Jessie Maguire Manager 475 - - 0.1 54 - - - - 0.1 48 - - 0.2 101
Carlo Lucci Assistant Manager 430 68.5 29,451 - - 0.9 374 - - 15.2 6,536 - - 84.6 36,361
Elin Gunstveit Assistant Manager 387 - - - - 0.6 232 - - 1.6 619 2.2 846 4.4 1,697
Mitchell Soden Assistant Manager 387 - - - - - - - - 138.6 53,640 0.1 52 138.7 53,692
Grace Chessman Senior Accountant 375 0.2 66 3.4 1,288 4.9 1,844 - - 26.8 10,039 3.2 1,198 38.5 14,435
Johnathon Tawil Senior Accountant 375 - - - - 2.7 1,004 41.0 15,375 17.6 6,600 4.4 1,650 65.7 24,629
Timothy Duncan Senior Accountant 375 1.1 413 3.7 1,382 10.1 3,786 2.1 788 147.0 55,143 0.7 249 164.7 61,761
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - 0.4 101 12.2 3,349 0.3 77 12.9 3,556
Joshua Crick Accountant 275 1.8 491 0.0 11 - - 1.9 513 5.3 1,453 1.0 270 10.0 2,739
Andrea Palmer Client Admin/Prac Serv-Level 4 144 - - - - - - - - 0.2 35 - - 0.2 35
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - 6.2 986 10.4 1,659 16.5 2,645
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - 0.3 48 13.1 2,098 3.4 550 16.8 2,696
Trent Williams Client Admin/Prac Serv-Level 3 144 - - - - - - - - 1.8 256 0.4 60 2.2 316
Clare Lethlean Client Admin/Prac Serv-Level 2 160 - - - - - - 11.2 1,787 5.1 820 - - 16.3 2,607
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - 0.2 20 2.1 286 0.4 52 2.7 371
Total (excluding GST) 240.0 125,635 37.4 19,642 44.1 19,576 70.0 25,102 988.6 453,423 43.6 15,433 1,423.6 658,810
GST 12,564 1,964 1,958 2,510 45,342 1,543 65,881
Total (including GST) 138,199 21,606 21,533 27,612 498,765 16,976 724,691
Average hourly rate 576 578 489 395 505 390 509
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$21,651 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Plant and equipment Maintaining the plant and equipment.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Reviewing work in progress and liaising with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounting for debtor collections.
Creditors and
shareholders
$4,983 (ex GST)
Unsecured creditors
Responding to creditor enquiries via telephone and email.
Responding to creditor enquiries which had escalated from Link
Market Services.
Liaising with Link Market Services to monitor the number and
nature of creditor enquires.
Maintaining creditor enquiry register.
Reviewing and preparing correspondence to creditors and their
representatives via email and post.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$3,780 (ex GST)
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
DOCA Liaising with legal advisors regarding terms and structure of the
proposed DOCA.
Modelling outcome analysis to compare the impact of the
proposed DOCA versus a Liquidation on all classes of creditors.
Daily meetings and provision of information to ensure the
DOCA was agreed and in place, in time for the second creditors
meeting.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Employees
$9,107 (ex GST)
Employee enquiries Receiving and responding to employee enquiries via telephone,
email and in person.
Preparing regular updates to employees.
Entitlements Analysing and investigating employee entitlements, liaising with
statutory bodies and assessing the DOCA impact on employees.
Liaising with solicitors regarding the status of employee
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under Fair Entitlements Guarantee
scheme.
Payment and funding
of payroll
Paying wages, annual leave and other payroll expenses.
Other employee
issues
Liaising with the Child Support Agency.
Liaising with Centrelink.
Liaising with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
$128,874 (ex GST)
Retention of title
claims (“ROT”) and
Personal Property
Securities Register
(“PPSR”)
Adjudicating on ROT and PPSR claims.
Corresponding with creditors and their representatives
regarding rejected ROT and PPSR claims.
Working with registered but satisfied claimants to have
registrations and security interests discharged.
Leasing Maintaining a summary of leased assets.
Banking Management of pre-appointment Company bank accounts.
Management of post-appointment Company trading bank
account.
Facilitating bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrating company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Preparing payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Maintaining a trading cash flow model.
Reviewing and updated the cash flow to assess the trading
position of the Companies.
Working with Companies staff to understand debtor position
and collections.
Employees Completing weekly wage runs and reimbursing employees for
any work related expenses.
Approving recruitment advertisements.
Reviewing individual employee leave requests.
Responding to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitating conference calls to the Companies’ employees to
provide regular updates in respect of the Administration.
Informing employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Regular meetings with customers.
Suppliers Managing key suppliers through the Administration process
and dealt with any specific supplier enquiries.
Maintaining a purchase order register to monitor the
Administrators’ liabilities.
Reviewing and authorising purchase orders.
Weekly payments to suppliers for approved orders.
Processed receipts
and payments
Processing receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
$3,437 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Hughes Drilling 1 Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 1.7 1,083 0.4 249 0.3 189 0.7 455 9.9 6,444 0.3 172 13.2 8,592
Senior Manager 500 10.8 5,413 2.5 1,246 1.9 945 4.6 2,277 64.4 32,219 1.7 859 85.9 42,958
Manager 475 9.1 4,330 2.1 997 1.6 756 3.8 1,821 54.3 25,775 1.4 687 72.4 34,366
Senior Accountant 375 17.3 6,495 4.0 1,495 3.0 1,134 7.3 2,732 103.1 38,662 2.7 1,031 137.5 51,550
Accountant 275 11.8 3,248 2.7 747 2.1 567 5.0 1,366 70.3 19,331 1.9 515 93.7 25,775
Admin Staff 160 6.8 1,083 1.6 249 1.2 189 2.8 455 40.3 6,444 1.1 172 53.7 8,592
Total (excluding GST) 57.5 21,651 13.2 4,983 10.0 3,780 24.2 9,107 342.3 128,874 9.1 3,437 456.4 171,832
GST 12,887 17,183
Total (including GST) 141,762 189,015
Average hourly rate 377 377
Asset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration Total
Forecast remuneration for the DOCA period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$10,350 (ex GST)
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Creditors and
shareholders
$10,350 (ex GST)
Dealing with creditors and their claims Liaising with creditors in relation to their claims and ensuring
the Deed fund is distributed in accordance with the Creditor’s
Trust Deed.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Statutory and
Administration
$5,175 (ex GST)
Document maintenance/file review/checklist
Undertaking first month administration reviews.
Filing of documents.
Conducting file reviews.
Updating checklists.
ATO & other statutory reporting Notifying of appointment and completion of the DOCA.
Complying with all tax requirements of the proposed Creditor’s
Trust.
Planning / review Attending internal discussions and planning in relation to the
DOCA.
Books and records / storage Cataloguing records to put in storage.
Summary of forecast remuneration for the DOCA period from 9 December 2016 to 27 January 2016 3.3.2
Hughes Drilling 1 Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.8 518 0.8 518 - - - - - - 0.4 259 2.0 1,294
Senior Manager 500 5.2 2,588 5.2 2,588 - - - - - - 2.6 1,294 12.9 6,469
Manager 475 4.4 2,070 4.4 2,070 - - - - - - 2.2 1,035 10.9 5,175
Senior Accountant 375 8.3 3,105 8.3 3,105 - - - - - - 4.1 1,553 20.7 7,763
Accountant 275 5.6 1,553 5.6 1,553 - - - - - - 2.8 776 14.1 3,881
Admin Staff 160 3.2 518 3.2 518 - - - - - - 1.6 259 8.1 1,294
Total (excluding GST) 27.5 10,350 27.5 10,350 - - - - - - 13.7 5,175 68.7 25,875
GST - 2,588
Total (including GST) - 28,463
Average hourly rate - 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.4
Description of work 3.4.1
Task area General description
Asset realisations
$36,000 (ex GST)
Plant and equipment Liaising with and instructing valuers and auctioneers.
Reviewing asset listings and valuations.
Arranging onsite or other auctions for plant & equipment.
Pursuing any other sale options for remaining assets of the
group.
Demobilisation Safely decommissioning and removing equipment from each of
the customer sites
Managing a small number of staff members to ensure
demobilisation is completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Continue to collect outstanding debtors.
Creditors and
shareholders
$18,000 (ex GST)
Dealing with creditors
and their claims
Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$36,000 (ex GST)
Conducting
investigations
Conducting further investigations in relation to any potential
voidable transactions including seeking legal advice and liaising
with (potential) defendants and their advisers.
Preparing and lodging report pursuant to Section 533 of the
Act with ASIC.
Litigation / recoveries
(where relevant)
Preparing briefs to solicitors.
Liaising with solicitors regarding recovery action.
Attending to negotiations and settlement matters.
Employees
$27,000 (ex GST)
Employees Terminating employment contracts as the demobilisation is
completed.
Liaising with former employees in relation to claims and
entitlements.
Finalising employee entitlement calculations.
Making distribution to preferential employee creditors.
Preparing Group Certificates.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under FEG.
Trade On
$18,000 (ex GST)
Processing proofs of
debt (“POD”)
Preparing correspondence to potential creditors inviting
lodgement of PODs.
Receiving and adjudicating on PODs.
Requesting further information from creditors regarding PODs.
Considering legal advice regarding PODs (if needed).
Dividend procedures Preparing correspondence to creditors advising of intention to
declare dividend.
Obtaining clearance from ATO to allow distribution of
company’s assets.
Preparing dividend calculations.
Preparing payment vouchers to pay dividend.
Preparing correspondence to creditors enclosing payment of
dividend.
Statutory and
Administration
$45,000 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other statutory
reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.4.2
Hughes Drilling 1 Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 2.8 1,800 1.4 900 2.8 1,800 2.1 1,350 1.4 900 3.5 2,250 13.8 9,000
Senior Manager 500 18.0 9,000 9.0 4,500 18.0 9,000 13.5 6,750 9.0 4,500 22.5 11,250 90.0 45,000
Manager 475 15.2 7,200 7.6 3,600 15.2 7,200 11.4 5,400 7.6 3,600 18.9 9,000 75.8 36,000
Senior Accountant 375 28.8 10,800 14.4 5,400 28.8 10,800 21.6 8,100 14.4 5,400 36.0 13,500 144.0 54,000
Accountant 275 19.6 5,400 9.8 2,700 19.6 5,400 14.7 4,050 9.8 2,700 24.5 6,750 98.2 27,000
Admin Staff 160 11.3 1,800 5.6 900 11.3 1,800 8.4 1,350 5.6 900 14.1 2,250 56.3 9,000
Total (excluding GST) 95.6 36,000 47.8 18,000 95.6 36,000 71.7 27,000 47.8 18,000 119.5 45,000 478.1 180,000
GST 1,800 18,000
Total (including GST) 19,800 198,000
Average hourly rate 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Hughes Drilling 1 Pty Ltd (Administrators Appointed)
ACN 011 007 702 for the period from 22 September 2016 to 18 November 2016 calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $658,810 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of Hughes Drilling 1 Pty Ltd (Administrators Appointed)
ACN 011 007 702 for the period from 19 November 2016 to 8 December 2016, calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $171,832 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
3 In the event that the proposed Deed of Company Arrangement is approved by the creditors, and the
current Administrators are appointed as the Deed Administrators/ Trustees of the Creditors Trust::
“That the remuneration of the Deed Administrators of Hughes Drilling 1 Pty Ltd (In Liquidation)
ACN 011 007 702 / Trustees of the Creditors Trust for the period from 9 December 2016 to 27 January
2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and
Hourly Rates provided to creditors, to a capped amount of $25,875 (exclusive of GST), plus
disbursements, is hereby approved and can be drawn as required.”
4 In the event that Hughes Drilling 1 Pty Ltd (Administrators Appointed) ACN 011 007 702 is placed into
liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Hughes Drilling 1 Pty Ltd (In Liquidation) ACN 011 007
702 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates
detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $180,000 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
We confirm that disbursements of $15,698 have been incurred during the period 22 September 2016 to 18 November
2016, for which McGrathNicol will be reimbursed. These are as follows:
Hughes Drilling 1 Pty Ltd
Disbursements for the period 22 September 2016 to 18 November 2016
Category Value exc GST ($)
Per diems 1,613
Airfares 5,989
Accomodation 3,248
Taxis and other travel 4,643
Other 205
Total 15,698
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Hughes Drilling 1 Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Hughes Drilling 1 Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment -
Pre-appointment debtors 4,253,645
Post-appointment debtors 1,251,433
Advance from HDL (900)
Other receipts 957
Total receipts 5,505,136
Payments
Suppliers (895,373)
Employees (2,081,777)
Other payments (168,793)
Total payments (3,145,943)
Net receipts/payments 2,359,193
Source: Company’s pre-appointment and Administrators’ bank accounts
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Hughes Drilling 2 Pty Ltd ACN 146 399 902 (“HD2”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
37.9 hours
$18,960 (ex GST)
Strategy and process Assess assets and sites and consider risks and requirements to
protect assets.
Prepare sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
interested parties.
Issued process letters to shortlisted parties.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 28,502 VA period actual
Resolution two 19 November 2016 to 8 December 2016 7,434 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 9,050 DOCA/Liquidation period forecast
Total fee resolutions proposed 44,986
Hughes Drilling 2 Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Plant and equipment Identified and secured plant and equipment on appointment.
Liaised with and instructed valuers and auctioneers.
Reviewed asset listings and valuations.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held
by the Company.
Inventory Conducted stock takes with the assistance of valuation agents
and management.
Liaised with valuers.
Reviewed stock listing and values.
Reviewed and assessed of stock management systems.
Investigated stock valuation issues.
Creditors and
shareholders
6.2 hours
$2,799 (ex GST)
Unsecured creditors
Obtained a listing of unsecured trade creditors with addresses
and contact details.
Issued the Circular to Creditors on appointment, containing the
notice of the first meeting of creditors.
Engaged Link Market Services and set up a creditor/
stakeholder hotline to collate and respond to queries.
Prepared responses to frequently asked questions for use by
Link Market Services in addressing creditor queries.
Responded to creditor enquiries via telephone and email.
Responded to creditor enquiries which had escalated from Link
Market Services.
Liaised with Link Market Services to monitor the number and
nature of creditor enquires.
Finalised month-end accounts and calculated creditor claims as
at the date of appointment.
Maintained creditor enquiry register.
Reviewed and Prepared correspondence to creditors and their
representatives via email and post.
Negotiated with creditors to continue ongoing supply.
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
439A report
preparation
(including
investigations)
8.5 hours
$3,629 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Conducting
investigation
Reviewed and analysed management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available
to a liquidator.
Trade on
(including leases
and PPSR)
0.3 hours
$116 (ex GST)
Appointment matters Prepared and sent circulars to creditors regarding the
Administrators’ appointment.
Liaised with the insurance broker to establish appropriate
insurance coverage for the Administration.
Investigated pre-appointment insurance policies.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Received initial notification of creditor’s intention to claim.
Adjudicated on retention of title (‘ROT) and PPSR claims.
Correspondence with creditors regarding rejected ROT and
PPSR claims.
Worked with registered but satisfied claimants to have
registrations and security interests discharged.
Leasing Reviewed lease documents.
Liaised with owners/lessors regarding asset location and site
visits.
Maintained a summary of leased assets and continued to
update.
Banking Liaised with Westpac regarding the identification and
management of pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Administrated company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Prepared payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Processed receipts
and payments
Processed receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
8.9 hours
$2,998 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Ongoing file management.
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Cash management Established daily cash management processes and protocols
and implemented cash management practices.
Established daily cash management variance analysis and re-
forecasting practices.
Reviewed cash balances and funding needs on a daily basis.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Hughes Drilling 2 Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 0.3 176 0.0 17 - - - - - - - - 0.3 192
Jason Ireland Partner 650 1.0 618 - - - - - - - - - - 1.0 618
Jason Preston Partner 650 0.7 462 0.4 228 - - - - - - - - 1.1 689
Shaun Fraser Partner 650 2.1 1,368 - - 0.0 26 - - - - - - 2.1 1,394
Anne-Maree Keane Partner 585 4.4 2,577 - - - - - - - - - - 4.4 2,577
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 11.1 6,091 - - - - - - - - - - 11.1 6,091
Anthony Cocco Senior Manager 500 1.3 665 0.3 139 1.3 666 - - - - 0.6 279 3.5 1,749
Christopher Johnson Senior Manager 500 3.0 1,475 - - 0.5 253 - - - - - - 3.5 1,728
Heather Matheson Senior Manager 500 0.5 225 3.1 1,571 1.6 805 - - - - 0.1 71 5.3 2,673
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 0.2 76 - - - - - - - - - - 0.2 76
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Carlo Lucci Assistant Manager 430 11.4 4,908 - - 0.1 62 - - - - - - 11.6 4,971
Elin Gunstveit Assistant Manager 387 - - - - 0.1 39 - - - - 1.4 556 1.5 594
Mitchell Soden Assistant Manager 387 - - - - - - - - 0.3 116 - - 0.3 116
Grace Chessman Senior Accountant 375 - - 1.2 445 1.0 372 - - - - 0.4 155 2.6 972
Johnathon Tawil Senior Accountant 375 - - - - 1.2 442 - - - - - - 1.2 442
Timothy Duncan Senior Accountant 375 - - 0.7 271 2.6 964 - - - - - - 3.3 1,235
Aleksandra Pejoska Accountant 275 - - 0.3 84 - - - - - - - - 0.3 84
Joshua Crick Accountant 275 - - 0.0 11 - - - - - - 0.1 20 0.1 31
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 2.3 368 2.3 368
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 1.2 190 1.2 190
Clare Lethlean Client Admin/Prac Serv-Level 2 160 2.0 320 - - - - - - - - - - 2.0 320
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) 37.9 18,960 6.2 2,799 8.5 3,629 - - 0.3 116 8.9 2,998 61.7 28,502
GST 1,896 280 363 - 12 300 2,850
Total (including GST) 20,856 3,079 3,992 - 128 3,297 31,353
Average hourly rate 551 497 471 N/A 426 371 508
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$5,843 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Plant and equipment Maintaining the plant and equipment.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Reviewing work in progress and liaising with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounting for debtor collections.
Creditors and
shareholders
$349 (ex GST)
Unsecured creditors
Responding to creditor enquiries via telephone and email.
Responding to creditor enquiries which had escalated from Link
Market Services.
Liaising with Link Market Services to monitor the number and
nature of creditor enquires.
Maintaining creditor enquiry register.
Reviewing and preparing correspondence to creditors and their
representatives via email and post.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$855 (ex GST)
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Trade on
(including leases
and PPSR)
$15 (ex GST)
Retention of title
claims (“ROT”) and
Personal Property
Securities Register
(“PPSR”)
Adjudicating on ROT and PPSR claims.
Corresponding with creditors and their representatives
regarding rejected ROT and PPSR claims.
Working with registered but satisfied claimants to have
registrations and security interests discharged.
Leasing Maintaining a summary of leased assets.
Banking Management of pre-appointment Company bank accounts.
Management of post-appointment Company trading bank
account.
Facilitating bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrating company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Preparing payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Maintaining a trading cash flow model.
Reviewing and updated the cash flow to assess the trading
position of the Companies.
Working with Companies staff to understand debtor position
and collections.
Customers Regular meetings with customers.
Suppliers Managing key suppliers through the Administration process
and dealt with any specific supplier enquiries.
Maintaining a purchase order register to monitor the
Administrators’ liabilities.
Reviewing and authorising purchase orders.
Weekly payments to suppliers for approved orders.
Processed receipts
and payments
Processing receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
$372 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Hughes Drilling 2 Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.4 292 0.0 17 0.1 43 - - 0.0 1 0.0 19 0.6 372
Senior Manager 500 2.9 1,461 0.2 87 0.4 214 - - 0.0 4 0.2 93 3.7 1,859
Manager 475 2.5 1,169 0.1 70 0.4 171 - - 0.0 3 0.2 74 3.1 1,487
Senior Accountant 375 4.7 1,753 0.3 105 0.7 256 - - 0.0 4 0.3 112 5.9 2,230
Accountant 275 3.2 876 0.2 52 0.5 128 - - 0.0 2 0.2 56 4.1 1,115
Admin Staff 160 1.8 292 0.1 17 0.3 43 - - 0.0 1 0.1 19 2.3 372
Total (excluding GST) 15.5 5,843 0.9 349 2.3 855 - - 0.0 15 1.0 372 19.7 7,434
GST 743
Total (including GST) 8,177
Average hourly rate 377 377 377 - 377 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$6,787 (ex GST)
Plant and equipment Liaising with and instructing valuers and auctioneers.
Reviewing asset listings and valuations.
Arranging onsite or other auctions for plant & equipment.
Pursuing any other sale options for remaining assets of the
group.
Demobilisation Safely decommissioning and removing equipment from each of
the customer sites
Managing a small number of staff members to ensure
demobilisation is completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Statutory and
Administration
$2,262 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other statutory
reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Hughes Drilling 2 Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.5 339 - - - - - - - - 0.2 113 0.7 452
Senior Manager 500 3.4 1,697 - - - - - - - - 1.1 566 4.5 2,262
Manager 475 2.9 1,357 - - - - - - - - 1.0 452 3.8 1,810
Senior Accountant 375 5.4 2,036 - - - - - - - - 1.8 679 7.2 2,715
Accountant 275 3.7 1,018 - - - - - - - - 1.2 339 4.9 1,357
Admin Staff 160 2.1 339 - - - - - - - - 0.7 113 2.8 452
Total (excluding GST) 18.0 6,787 - - - - - - - - 6.0 2,262 24.0 9,050
GST 905
Total (including GST) 9,955
Average hourly rate 377 - - - - 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Hughes Drilling 2 Pty Ltd (Administrators Appointed)
ACN 146 399 902 for the period from 22 September 2016 to 18 November 2016 calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $28,502 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of Hughes Drilling 2 Pty Ltd (Administrators Appointed)
ACN 146 399 902 for the period from 19 November 2016 to 8 December 2016, calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $7,434 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
3 In the event that Hughes Drilling 2 Pty Ltd (Administrators Appointed) ACN 146 399 902is placed into
liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Hughes Drilling 2 Pty Ltd (In Liquidation) ACN 146 399
902 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates
detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $9,050 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed.
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Hughes Drilling 2 Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 572
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 2,530
Other receipts 3
Total receipts 3,105
Payments
Suppliers (2,250)
Employees -
Other payments (410)
Total payments (2,660)
Net receipts/payments 445
Source: Company’s pre-appointment and Administrators’ bank accounts
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Hughes Drilling 2 Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Hughes Drilling Corporate Pty Ltd ACN 146 398 718 (“HDC”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
14.6 hours
$7,536 (ex GST)
Strategy and process Prepare sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
interested parties.
Issued process letters to shortlisted parties.
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 50,098 VA period actual
Resolution two 19 November 2016 to 8 December 2016 13,067 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 20,174 DOCA/Liquidation period forecast
Total fee resolutions proposed 83,339
Hughes Drilling Corporate Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held
by the Company.
Day to day management of banking, account reconciliations
and processing receipts and payments.
Developed trading forecasts, negotiated funding with secured
creditor, applied to federal court for approval of VA funding
agreement.
Creditors and
shareholders
9.1 hours
$4,364 (ex GST)
Unsecured creditors
Obtained a listing of unsecured trade creditors with addresses
and contact details.
Issued the Circular to Creditors on appointment, containing the
notice of the first meeting of creditors.
Engaged Link Market Services and set up a creditor/
stakeholder hotline to collate and respond to queries.
Prepared responses to frequently asked questions for use by
Link Market Services in addressing creditor queries.
Responded to creditor enquiries via telephone and email.
Responded to creditor enquiries which had escalated from Link
Market Services.
Liaised with Link Market Services to monitor the number and
nature of creditor enquires.
Finalised month-end accounts and calculated creditor claims as
at the date of appointment.
Maintained creditor enquiry register.
Reviewed and Prepared correspondence to creditors and their
representatives via email and post.
Negotiated with creditors to continue ongoing supply.
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Application for
extension of the
convening period of
the Second Meeting
of Creditors
Prepared an application to the Federal Court of Australia to
request an extension of the convening period for the second
meeting of creditors.
Prepared the affidavit (and supporting documentation) to
support the application.
Liaised with solicitors regarding the application and affidavit.
Prepared notifications to creditors and shareholders and a press
release regarding the successful application to extend the
convening period.
439A report
preparation
(including
investigations)
6.5 hours
$2,781 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Conducting
investigation
Reviewed and analysed management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available
to a liquidator.
Employees
19.7 hours
$8,144 (ex GST)
Employee enquiries Addressed employees on appointment in person and via
telephone.
Received and responded to employee enquiries via telephone,
email and in person.
Prepared regular updates to employees.
Entitlements Complied employee location and contact details.
Reviewed employee files and the books and records.
Drafted and issued a circular to employees on appointment.
Worked with management to calculate entitlements.
Analysed and investigated employee entitlements, liaised with
statutory bodies and assessed DOCA impact on employees.
Reconciled superannuation accounts.
Liaised with solicitors regarding entitlements.
Preparation of letters to employees advising of their
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaised with the Department of Employment regarding potential
claims being made under FEG.
Payment and funding
of payroll
Paid wages, annual leave and other payroll expenses.
Prepared Group Certificates.
Other employee
issues
Liaised with the Child Support Agency.
Liaised with Centrelink.
Liaised with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
54.9 hours
$23,040 (ex GST)
Appointment matters Prepared and sent circulars to creditors and suppliers regarding
the Administrators’ appointment.
Liaised with utility providers to ensure continuation of services.
Liaised with the insurance broker to establish appropriate
insurance coverage for the Administration.
Investigated pre-appointment insurance policies.
Attended site, meet and address the staff members.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Received initial notification of creditor’s intention to claim.
Adjudicated on retention of title (‘ROT) and PPSR claims.
Leasing Reviewed lease documents.
Liaised with owners/lessors regarding asset location and site
visits.
Maintained a summary of leased assets and continued to
update.
Banking Liaised with Westpac regarding the identification and
management of pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Facilitated bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Prepared payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Developed a trading cash flow model.
Prepared and circulated trading / accounting protocol
documentation to all employees.
Employees Prepared circular to employees notifying of the Administrators’
appointment.
Reviewed employee wage calculations for the Administration
period.
Completed weekly wage runs and reimbursed employees for
any work related expenses.
Approved recruitment advertisements.
Reviewed individual employee leave requests.
Responded to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitated conference calls to the Company’s employees to
provide regular updates in respect of the Administration.
Informed employees of the how rights in the Administration
impacts their accrued entitlements.
Processed receipts
and payments
Processed receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
10.7 hours
$4,233 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Ongoing file management.
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Cash management Established daily cash management processes and protocols
and implemented cash management practices.
Established daily cash management variance analysis and re-
forecasting practices.
Reviewed cash balances and funding needs on a daily basis.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Hughes Drilling Corporate Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 0.1 70 0.0 17 - - - - - - 0.0 9 0.2 96
Jason Ireland Partner 650 0.4 247 0.4 289 - - - - 0.3 195 - - 1.1 731
Jason Preston Partner 650 0.3 185 0.7 481 - - 0.8 542 0.8 510 0.2 117 2.8 1,835
Shaun Fraser Partner 650 0.8 547 0.1 59 0.0 10 0.1 87 0.3 176 0.0 16 1.4 895
Anne-Maree Keane Partner 585 1.8 1,031 - - - - - - - - - - 1.8 1,031
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 4.4 2,437 - - - - - - 0.4 220 - - 4.8 2,657
Susan Fiedler Director 550 - - - - - - - - 1.4 756 - - 1.4 756
Anthony Cocco Senior Manager 500 0.5 266 0.6 319 1.0 524 - - 3.4 1,675 1.0 509 6.6 3,292
Cameron Gray Senior Manager 500 - - - - - - - - 0.1 50 - - 0.1 50
Christopher Johnson Senior Manager 500 1.2 590 0.4 218 0.2 101 - - 2.2 1,080 - - 4.0 1,989
Heather Matheson Senior Manager 500 0.2 90 4.0 1,984 0.8 408 0.8 417 0.9 438 1.3 659 8.0 3,995
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 0.1 30 - - 0.9 435 7.0 3,325 19.3 9,163 - - 27.3 12,953
Jessie Maguire Manager 475 - - 0.1 25 - - - - - - - - 0.1 25
Carlo Lucci Assistant Manager 430 4.6 1,963 - - 0.1 25 - - 1.5 654 - - 6.1 2,642
Elin Gunstveit Assistant Manager 387 - - - - 0.0 15 - - 0.2 62 1.5 585 1.7 662
Mitchell Soden Assistant Manager 387 - - - - - - - - 4.8 1,875 0.1 41 5.0 1,916
Grace Chessman Senior Accountant 375 0.0 9 1.3 501 0.5 195 - - 1.0 386 0.9 320 3.8 1,412
Johnathon Tawil Senior Accountant 375 - - - - 1.2 442 8.3 3,113 5.5 2,048 0.5 190 15.4 5,792
Timothy Duncan Senior Accountant 375 - - 1.1 419 1.7 626 - - 7.3 2,754 0.1 36 10.2 3,834
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - 0.4 101 0.8 214 0.0 11 1.3 355
Joshua Crick Accountant 275 0.3 70 0.0 11 - - 1.9 513 0.2 59 0.2 55 2.6 709
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - 1.4 219 1.2 194 2.6 413
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - 2.4 382 0.7 118 3.1 500
Trent Williams Client Admin/Prac Serv-Level 3 144 - - - - - - - - 0.2 24 0.1 9 0.2 33
Clare Lethlean Client Admin/Prac Serv-Level 2 160 - - - - - - 0.2 27 0.4 60 - - 0.5 87
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - 0.2 20 0.3 41 0.1 12 0.6 85
Total (excluding GST) 14.6 7,536 9.1 4,364 6.5 2,781 19.7 8,144 54.9 23,040 10.7 4,233 115.4 50,098
GST 754 436 278 814 2,304 423 5,010
Total (including GST) 8,289 4,801 3,059 8,958 25,344 4,657 55,108
Average hourly rate 567 528 473 456 462 435 478
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$4,168 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Creditors and
shareholders
$719 (ex GST)
Unsecured creditors
Responding to creditor enquiries via telephone and email.
Responding to creditor enquiries which had escalated from Link
Market Services.
Liaising with Link Market Services to monitor the number and
nature of creditor enquires.
Maintaining creditor enquiry register.
Reviewing and preparing correspondence to creditors and their
representatives via email and post.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
439A report
preparation
(including
investigations)
$732 (ex GST)
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Employees
$745 (ex GST)
Employee enquiries Receiving and responding to employee enquiries via telephone,
email and in person.
Preparing regular updates to employees.
Entitlements Analysing and investigating employee entitlements, liaising with
statutory bodies and assessing the DOCA impact on employees.
Liaising with solicitors regarding the status of employee
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under Fair Entitlements Guarantee
scheme.
Payment and funding
of payroll
Paying wages, annual leave and other payroll expenses.
Other employee
issues
Liaising with the Child Support Agency.
Liaising with Centrelink.
Liaising with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
$6,011 (ex GST)
Leasing Maintaining a summary of leased assets.
Banking Management of pre-appointment Company bank accounts.
Management of post-appointment Company trading bank
account.
Facilitating bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrating company staff with bank reconciliation work to
assist cash flow maintenance.
Preparing payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Maintaining a trading cash flow model.
Employees Completing weekly wage runs and reimbursing employees for
any work related expenses.
Approving recruitment advertisements.
Reviewing individual employee leave requests.
Responding to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitating conference calls to the Companies’ employees to
provide regular updates in respect of the Administration.
Informing employees of the how rights in the Administration
impacts their accrued entitlements.
Processed receipts
and payments
Processing receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
$693 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Hughes Drilling Corporate Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.3 208 0.1 36 0.1 37 0.1 37 0.5 301 0.1 35 1.0 653
Senior Manager 500 2.1 1,042 0.4 180 0.4 183 0.4 186 3.0 1,503 0.3 173 6.5 3,267
Manager 475 1.8 834 0.3 144 0.3 146 0.3 149 2.5 1,202 0.3 139 5.5 2,613
Senior Accountant 375 3.3 1,250 0.6 216 0.6 220 0.6 223 4.8 1,803 0.6 208 10.5 3,920
Accountant 275 2.3 625 0.4 108 0.4 110 0.4 112 3.3 902 0.4 104 7.1 1,960
Admin Staff 160 1.3 208 0.2 36 0.2 37 0.2 37 1.9 301 0.2 35 4.1 653
Total (excluding GST) 11.1 4,168 1.9 719 1.9 732 2.0 745 16.0 6,011 1.8 693 34.7 13,067
GST 1,307
Total (including GST) 14,373
Average hourly rate 377 377 377 377 377 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$2,017 (ex GST)
Plant and equipment Liaising with and instructing valuers and auctioneers.
Reviewing asset listings and valuations.
Arranging onsite or other auctions for plant & equipment.
Pursuing any other sale options for remaining assets of the
group.
Demobilisation Safely decommissioning and removing equipment from each of
the customer sites
Managing a small number of staff members to ensure
demobilisation is completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Continue to collect outstanding debtors.
Creditors and
shareholders
$3,026 (ex GST)
Dealing with creditors
and their claims
Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$3,026 (ex GST)
Conducting
investigations
Conducting further investigations in relation to any potential
voidable transactions including seeking legal advice and liaising
with (potential) defendants and their advisers.
Preparing and lodging report pursuant to Section 533 of the
Act with ASIC.
Litigation / recoveries
(where relevant)
Preparing briefs to solicitors.
Liaising with solicitors regarding recovery action.
Attending to negotiations and settlement matters.
Employees
$5,044 (ex GST)
Employees Terminating employment contracts as the demobilisation is
completed.
Liaising with former employees in relation to claims and
entitlements.
Finalising employee entitlement calculations.
Making distribution to preferential employee creditors.
Preparing Group Certificates.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under FEG.
Trade On
$2,017 (ex GST)
Creditors Preparing correspondence to potential creditors inviting
lodgement of PODs.
Receiving and adjudicating on PODs.
Requesting further information from creditors regarding PODs.
Considering legal advice regarding PODs (if needed).
Liaising with and satisfying all creditors from the Voluntary
Administration and demobilisation period.
Statutory and
Administration
$5,044 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other statutory
reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Hughes Drilling Corporate Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.2 101 0.2 151 0.2 151 0.4 252 0.2 101 0.4 252 1.6 1,009
Senior Manager 500 1.0 504 1.5 757 1.5 757 2.5 1,261 1.0 504 2.5 1,261 10.1 5,044
Manager 475 0.8 403 1.3 605 1.3 605 2.1 1,009 0.8 403 2.1 1,009 8.5 4,035
Senior Accountant 375 1.6 605 2.4 908 2.4 908 4.0 1,513 1.6 605 4.0 1,513 16.1 6,052
Accountant 275 1.1 303 1.7 454 1.7 454 2.8 757 1.1 303 2.8 757 11.0 3,026
Admin Staff 160 0.6 101 0.9 151 0.9 151 1.6 252 0.6 101 1.6 252 6.3 1,009
Total (excluding GST) 5.4 2,017 8.0 3,026 8.0 3,026 13.4 5,044 5.4 2,017 13.4 5,044 53.6 20,174
GST 2,017
Total (including GST) 22,192
Average hourly rate 377 377 377 377 377 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Hughes Drilling Corporate Pty Ltd (Administrators
Appointed) ACN 146 398 718 for the period from 22 September 2016 to 18 November 2016
calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly
Rates provided to creditors, in the amount of $50,098 (excluding GST), plus disbursements, is hereby
approved for payment.”
2 “That the remuneration of the Administrators of Hughes Drilling Corporate Pty Ltd (Administrators
Appointed) ACN 146 398 718 for the period from 19 November 2016 to 8 December 2016, calculated
on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates
provided to creditors, to a capped amount of $13,067 (exclusive of GST), plus disbursements, is hereby
approved and can be drawn as required.”
3 In the event that Hughes Drilling Corporate Pty Ltd (Administrators Appointed) ACN 146 398 718 is
placed into liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Hughes Drilling Corporate Pty Ltd (In Liquidation)
ACN 146 398 718 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $20,174 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
Disbursements 5
We confirm that disbursements of $XX have been incurred during the period 22 September 2016 to 18 November 2016,
for which McGrathNicol will be reimbursed. These are as follows:
Hughes Drilling Corporate Pty Ltd
Disbursements for the period 22 September 2016 to 18 November 2016
Category Value exc GST ($)
Per diems 1,613
Airfares 5,989
Accomodation 3,248
Taxis and other travel 4,643
Other 205
Total 15,698
Receipts and Payments 7
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Information Sheet 8
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Hughes Drilling Corporate Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Hughes Drilling Corporate Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 5,891
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 282,964
Other receipts 1,347
Total receipts 290,202
Payments
Suppliers (92,439)
Employees (179,048)
Other payments (13,331)
Total payments (284,818)
Net receipts/payments 5,384
Source: Company’s pre-appointment and Administrators’ bank accounts
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
HD JSW Pty Ltd ACN 165 895 072 (“HDJSW”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Creditors and
shareholders
6.0 hours
$2,733 (ex GST)
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 6,314 VA period actual
Resolution two 19 November 2016 to 8 December 2016 1,647 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 2,088 DOCA/Liquidation period forecast
Total fee resolutions proposed 10,048
HD JSW Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Shareholders and the
Australian Securities
Exchange (“ASX)
Lodged updates on the ASX website.
Corresponded with Australian Securities and Investment
Commission (“ASIC”) in respect of reporting relief.
Corresponded with shareholders and responding to shareholder
queries.
Reviewed shareholder register.
439A report
preparation
(including
investigations)
2.0 hours
$904 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Statutory and
Administration
6.9 hours
$2,678 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Ongoing file management.
Insurance Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
HD JSW Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 - - 0.0 17 - - - - - - - - 0.0 17
Jason Preston Partner 650 - - 0.4 228 - - - - - - - - 0.4 228
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Anthony Cocco Senior Manager 500 - - 0.3 139 0.9 429 - - - - 0.6 279 1.7 846
Heather Matheson Senior Manager 500 - - 3.1 1,571 0.3 143 - - - - 0.1 71 3.6 1,786
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Elin Gunstveit Assistant Manager 387 - - - - - - - - - - 1.4 556 1.4 556
Grace Chessman Senior Accountant 375 - - 1.2 445 0.2 78 - - - - 0.4 155 1.8 678
Johnathon Tawil Senior Accountant 375 - - - - 0.7 254 - - - - - - 0.7 254
Timothy Duncan Senior Accountant 375 - - 0.7 271 - - - - - - - - 0.7 271
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - - - - - - - 0.1 29
Joshua Crick Accountant 275 - - - - - - - - - - 0.1 20 0.1 20
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 1.2 192 1.2 192
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.3 46 0.3 46
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) - - 6.0 2,733 2.0 904 - - - - 6.9 2,678 14.9 6,314
GST - 273 90 - - 268 631
Total (including GST) - 3,006 994 - - 2,945 6,945
Average hourly rate N/A 505 490 N/A N/A 427 467
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Creditors and
shareholders
$713 (ex GST)
Secured creditors Liaising with secured creditors in relation to Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$235 (ex GST)
439A preparation Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Statutory and
Administration
$698 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Ongoing file management.
Books and records Cataloguing records to put in storage.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
HD JSW Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - 0.1 36 0.0 12 - - - - 0.1 35 0.1 82
Senior Manager 500 - - 0.4 178 0.1 59 - - - - 0.3 175 0.8 412
Manager 475 - - 0.3 143 0.1 47 - - - - 0.3 140 0.7 329
Senior Accountant 375 - - 0.6 214 0.2 71 - - - - 0.6 209 1.3 494
Accountant 275 - - 0.4 107 0.1 35 - - - - 0.4 105 0.9 247
Admin Staff 160 - - 0.2 36 0.1 12 - - - - 0.2 35 0.5 82
Total (excluding GST) - - 1.9 713 0.6 235 - - - - 1.9 698 4.4 1,647
GST 165
Total (including GST) 1,811
Average hourly rate - 377 377 - - 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Statutory and
Administration
$2,088 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
HD JSW Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 - - - - - - - - - - 0.2 104 0.2 104
Senior Manager 500 - - - - - - - - - - 1.0 522 1.0 522
Manager 475 - - - - - - - - - - 0.9 418 0.9 418
Senior Accountant 375 - - - - - - - - - - 1.7 626 1.7 626
Accountant 275 - - - - - - - - - - 1.1 313 1.1 313
Admin Staff 160 - - - - - - - - - - 0.7 104 0.7 104
Total (excluding GST) - - - - - - - - - - 5.5 2,088 5.5 2,088
GST 209
Total (including GST) 2,297
Average hourly rate - - - - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of HD JSW Pty Ltd (Administrators Appointed) ACN 165
895 072 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at
the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors,
in the amount of $6,314 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of HD JSW Pty Ltd (Administrators Appointed) ACN 165
895 072 for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the
rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $1,647 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
3 In the event that HD JSW Pty Ltd (Administrators Appointed) ACN 165 895 072 is placed into
liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of HD JSW Pty Ltd (In Liquidation) ACN 165 895 072 for the
period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in
the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount
of $2,088 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
HD JSW Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment -
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 330
Other receipts -
Total receipts 330
Payments
Suppliers -
Employees -
Other payments (330)
Total payments (330)
Net receipts/payments -
Source: Company’s pre-appointment and Administrators’ bank accounts
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
HD JSW Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Hyd-Elec Australia Pty Ltd ACN 151 316 611 (“HEA”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
25.0 hours
$12,753 (ex GST)
Strategy and process Assess assets and sites and consider risks and requirements to
protect assets.
Prepare sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
interested parties.
Issued process letters to shortlisted parties.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 97,267 VA period actual
Resolution two 19 November 2016 to 8 December 2016 25,369 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 27,796 DOCA/Liquidation period forecast
Total fee resolutions proposed 150,432
Hyd-Elec Australia Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Plant and equipment Identified and secured plant and equipment on appointment.
Liaised with and instructed valuers and auctioneers.
Reviewed asset listings and valuations.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held
by the Company.
Day to day management of banking, account reconciliations
and processing receipts and payments.
Developed trading forecasts, negotiated funding with secured
creditor, applied to federal court for approval of VA funding
agreement.
Debtors Liaised with management and customers regarding outstanding
debtors and worked to resolve invoice disputes.
Reviewed work in progress and liaised with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounted for debtor collections.
Inventory Conducted stock takes with the assistance of valuation agents
and management.
Liaised with valuers.
Reviewed stock listing and values.
Reviewed and assessed of stock management systems.
Investigated stock valuation issues.
Creditors and
shareholders
10.3 hours
$4,819 (ex GST)
Unsecured creditors
Obtained a listing of unsecured trade creditors with addresses
and contact details.
Issued the Circular to Creditors on appointment, containing the
notice of the first meeting of creditors.
Engaged Link Market Services and set up a creditor/
stakeholder hotline to collate and respond to queries.
Prepared responses to frequently asked questions for use by
Link Market Services in addressing creditor queries.
Responded to creditor enquiries via telephone and email.
Responded to creditor enquiries which had escalated from Link
Market Services.
Liaised with Link Market Services to monitor the number and
nature of creditor enquires.
Finalised month-end accounts and calculated creditor claims as
at the date of appointment.
Maintained creditor enquiry register.
Reviewed and Prepared correspondence to creditors and their
representatives via email and post.
Negotiated with creditors to continue ongoing supply.
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Application for
extension of the
convening period of
the Second Meeting
of Creditors
Prepared an application to the Federal Court of Australia to
request an extension of the convening period for the second
meeting of creditors.
Prepared the affidavit (and supporting documentation) to
support the application.
Liaised with solicitors regarding the application and affidavit.
Prepared notifications to creditors and shareholders and a press
release regarding the successful application to extend the
convening period.
439A report
preparation
(including
investigations)
8.7 hours
$3,859 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Conducting
investigation
Reviewed and analysed management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available
to a liquidator.
Employees
11.9 hours
$5,219 (ex GST)
Employee enquiries Addressed employees on appointment in person and via
telephone.
Received and responded to employee enquiries via telephone,
email and in person.
Prepared regular updates to employees.
Entitlements Complied employee location and contact details.
Reviewed employee files and the books and records.
Drafted and issued a circular to employees on appointment.
Worked with management to calculate entitlements.
Analysed and investigated employee entitlements, liaised with
statutory bodies and assessed DOCA impact on employees.
Reconciled superannuation accounts.
Liaised with solicitors regarding entitlements.
Preparation of letters to employees advising of their
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaised with the Department of Employment regarding potential
claims being made under FEG.
Payment and funding
of payroll
Paid wages, annual leave and other payroll expenses.
Prepared Group Certificates.
Other employee
issues
Liaised with the Child Support Agency.
Liaised with Centrelink.
Liaised with human resources and payroll staff to resolve
employee related issues.
Dealt with employee resignations, and the termination of
employees where required.
Engaged temporary employee contractors to fill key positions.
Reviewed contracts of employment for new starter employees.
Trade on
(including leases Appointment matters Prepared and sent circulars to creditors and suppliers regarding
the Administrators’ appointment.
and PPSR)
160.0 hours
$65,845 (ex GST)
Liaised with utility providers to ensure continuation of services.
Liaised with the insurance broker to establish appropriate
insurance coverage for the Administration.
Investigated pre-appointment insurance policies.
Attended site, meet and address the staff members.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Received initial notification of creditor’s intention to claim.
Adjudicated on retention of title (‘ROT) and PPSR claims.
Landlords Obtained a listing of landlords with addresses and contact
details and notifying landlords of the Administrators’
appointment.
Notified landlords of the Administrators’ intention not to
exercise property rights.
Leasing Reviewed lease documents.
Liaised with owners/lessors regarding asset location and site
visits.
Maintained a summary of leased assets and continued to
update.
Banking Liaised with Westpac regarding the identification and
management of pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Facilitated bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrated company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Prepared payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Developed a trading cash flow model.
Reviewed and updated the cash flow to assess the trading
position of the Company.
Worked with Company staff to understand debtor position and
collections.
Obtained details regarding location and supply of stock.
Prepared and circulated trading / accounting protocol
documentation to all employees.
Employees Prepared circular to employees notifying of the Administrators’
appointment.
Reviewed employee wage calculations for the Administration
period.
Completed weekly wage runs and reimbursed employees for
any work related expenses.
Approved recruitment advertisements.
Reviewed individual employee leave requests.
Responded to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitated conference calls to the Company’s employees to
provide regular updates in respect of the Administration.
Informed employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Prepared a circular and notice to customers advising them of
the appointment of the Administrators and provided
information in regards to specific contract issues.
Regular meetings with customers.
Suppliers Notified suppliers of appointment and liaised with suppliers to
set up Administration accounts.
Managed key suppliers through the Administration process and
dealt with any specific supplier enquiries.
Provided Company staff with guidelines and parameters to
enable them to continue to manage the business operations.
Created and maintained a purchase order register to monitor
the Administrators’ liabilities.
Reviewed and authorised purchase orders submitted by
Company staff.
Weekly payments to third party suppliers for approved orders.
Ensured the continuance of a number of key utility services in
the Administration.
Processed receipts
and payments
Processed receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
12.2 hours
$4,773 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Ongoing file management.
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Cash management Established daily cash management processes and protocols
and implemented cash management practices.
Established daily cash management variance analysis and re-
forecasting practices.
Reviewed cash balances and funding needs on a daily basis.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Hyd-Elec Australia Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 0.2 105 0.0 17 - - - - 0.0 12 0.0 9 0.2 142
Jason Ireland Partner 650 0.6 371 0.4 289 - - - - 2.5 1,638 - - 3.5 2,298
Jason Preston Partner 650 0.4 277 0.7 481 - - 0.8 542 1.3 829 0.2 117 3.5 2,245
Shaun Fraser Partner 650 1.3 821 0.1 59 0.0 16 0.1 87 0.6 390 0.0 16 2.1 1,388
Anne-Maree Keane Partner 585 2.6 1,546 - - - - - - - - - - 2.6 1,546
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 6.6 3,655 - - - - - - 0.8 440 - - 7.4 4,095
Susan Fiedler Director 550 - - - - - - - - 1.4 756 - - 1.4 756
Anthony Cocco Senior Manager 500 1.0 513 0.6 319 1.1 571 - - 6.3 3,161 1.1 542 10.2 5,106
Cameron Gray Senior Manager 500 - - - - - - - - 0.1 50 - - 0.1 50
Christopher Johnson Senior Manager 500 3.8 1,885 0.5 268 1.6 802 - - 13.5 6,740 - - 19.4 9,694
Heather Matheson Senior Manager 500 0.3 135 4.0 2,014 1.1 540 0.8 417 2.6 1,308 1.3 659 10.1 5,072
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 0.1 46 - - 0.9 435 7.0 3,325 32.2 15,308 - - 40.2 19,113
Jessie Maguire Manager 475 - - 0.1 25 - - - - - - - - 0.1 25
Carlo Lucci Assistant Manager 430 6.8 2,945 - - 0.1 37 - - 3.0 1,307 - - 10.0 4,290
Elin Gunstveit Assistant Manager 387 - - - - 0.1 23 - - 0.3 124 1.6 614 2.0 761
Mitchell Soden Assistant Manager 387 - - - - - - - - 8.3 3,202 0.0 2 8.3 3,204
Grace Chessman Senior Accountant 375 0.0 9 1.3 501 0.7 254 - - 4.8 1,815 0.9 320 7.7 2,900
Johnathon Tawil Senior Accountant 375 - - 1.0 375 1.2 442 0.5 188 8.5 3,195 0.7 262 11.9 4,461
Timothy Duncan Senior Accountant 375 1.0 375 1.1 419 2.0 739 - - 62.4 23,414 1.2 448 67.7 25,395
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - 0.4 101 2.4 651 0.0 11 2.9 792
Joshua Crick Accountant 275 0.3 70 0.0 11 - - 1.9 513 0.8 232 0.2 55 3.2 883
Andrea Palmer Client Admin/Prac Serv-Level 4 144 - - - - - - - - 0.0 3 - - 0.0 3
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - 1.7 269 1.4 226 3.1 495
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - 3.0 473 0.7 118 3.7 590
Trent Williams Client Admin/Prac Serv-Level 3 144 - - - - - - - - 0.2 27 0.1 9 0.2 35
Clare Lethlean Client Admin/Prac Serv-Level 2 160 - - - - - - 0.2 27 2.9 460 - - 3.0 487
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - 0.2 20 0.3 41 0.1 12 0.6 85
Total (excluding GST) 25.0 12,753 10.3 4,819 8.7 3,859 11.9 5,219 160.0 65,845 12.2 4,773 228.1 97,267
GST 1,275 482 386 522 6,584 477 9,727
Total (including GST) 14,028 5,301 4,245 5,741 72,429 5,250 106,994
Average hourly rate 561 517 486 484 453 429 469
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$6,469 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Plant and equipment Maintaining the plant and equipment.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Reviewing work in progress and liaising with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounting for debtor collections.
Creditors and
shareholders
$1,142 (ex GST)
Unsecured creditors
Responding to creditor enquiries via telephone and email.
Responding to creditor enquiries which had escalated from Link
Market Services.
Liaising with Link Market Services to monitor the number and
nature of creditor enquires.
Maintaining creditor enquiry register.
Reviewing and preparing correspondence to creditors and their
representatives via email and post.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$1,192 (ex GST)
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Drafting the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Employees
$710 (ex GST)
Employee enquiries Receiving and responding to employee enquiries via telephone,
email and in person.
Preparing regular updates to employees.
Entitlements Analysing and investigating employee entitlements, liaising with
statutory bodies and assessing the DOCA impact on employees.
Liaising with solicitors regarding the status of employee
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under Fair Entitlements Guarantee
scheme.
Payment and funding
of payroll
Paying wages, annual leave and other payroll expenses.
Other employee
issues
Liaising with the Child Support Agency.
Liaising with Centrelink.
Liaising with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
$14,714 (ex GST)
Retention of title
claims (“ROT”) and
Personal Property
Securities Register
(“PPSR”)
Working with a registered claimant to assess its registration and
security interest.
Leasing Maintaining a summary of leased assets.
Banking Management of pre-appointment Company bank accounts.
Management of post-appointment Company trading bank
account.
Facilitating bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrating company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Preparing payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Maintaining a trading cash flow model.
Reviewing and updated the cash flow to assess the trading
position of the Companies.
Working with Companies staff to understand debtor position
and collections.
Employees Completing weekly wage runs and reimbursing employees for
any work related expenses.
Approving recruitment advertisements.
Reviewing individual employee leave requests.
Responding to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitating conference calls to the Companies’ employees to
provide regular updates in respect of the Administration.
Informing employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Regular meetings with customers.
Suppliers Managing key suppliers through the Administration process
and dealt with any specific supplier enquiries.
Maintaining a purchase order register to monitor the
Administrators’ liabilities.
Reviewing and authorising purchase orders.
Weekly payments to suppliers for approved orders.
Processed receipts
and payments
Processing receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
$1,142 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Hyd-Elec (Aust) Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.5 323 0.1 57 0.1 60 0.1 36 1.1 736 0.1 57 2.0 1,268
Senior Manager 500 3.2 1,617 0.6 285 0.6 298 0.4 178 7.4 3,679 0.6 285 12.7 6,342
Manager 475 2.7 1,294 0.5 228 0.5 238 0.3 142 6.2 2,943 0.5 228 10.7 5,074
Senior Accountant 375 5.2 1,941 0.9 342 1.0 358 0.6 213 11.8 4,414 0.9 342 20.3 7,611
Accountant 275 3.5 970 0.6 171 0.7 179 0.4 107 8.0 2,207 0.6 171 13.8 3,805
Admin Staff 160 2.0 323 0.4 57 0.4 60 0.2 36 4.6 736 0.4 57 7.9 1,268
Total (excluding GST) 17.2 6,469 3.0 1,142 3.2 1,192 1.9 710 39.1 14,714 3.0 1,142 67.4 25,369
GST = 2,537
Total (including GST) 27,906
Average hourly rate 377 377 377 377 377 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$5,559 (ex GST)
Plant and equipment Liaising with and instructing valuers and auctioneers.
Reviewing asset listings and valuations.
Arranging onsite or other auctions for plant & equipment.
Pursuing any other sale options for remaining assets of the
group.
Demobilisation Safely decommissioning and removing equipment from each of
the customer sites
Managing a small number of staff members to ensure
demobilisation is completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Continue to collect outstanding debtors.
Creditors and
shareholders
$2,780 (ex GST)
Dealing with creditors
and their claims
Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$5,559 (ex GST)
Conducting
investigations
Conducting further investigations in relation to any potential
voidable transactions including seeking legal advice and liaising
with (potential) defendants and their advisers.
Preparing and lodging report pursuant to Section 533 of the
Act with ASIC.
Litigation / recoveries
(where relevant)
Preparing briefs to solicitors.
Liaising with solicitors regarding recovery action.
Attending to negotiations and settlement matters.
Employees
$4,169 (ex GST)
Employees Terminating employment contracts as the demobilisation is
completed.
Liaising with former employees in relation to claims and
entitlements.
Finalising employee entitlement calculations.
Making distribution to preferential employee creditors.
Preparing Group Certificates.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under FEG.
Trade On
$2,780 (ex GST)
Creditors Preparing correspondence to potential creditors inviting
lodgement of PODs.
Receiving and adjudicating on PODs.
Requesting further information from creditors regarding PODs.
Considering legal advice regarding PODs (if needed).
Liaising with and satisfying all creditors from the Voluntary
Administration and demobilisation period.
Statutory and
Administration
$6,949 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other statutory
reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Hyd-Elec (Aust) Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.4 278 0.2 139 0.4 278 0.3 208 0.2 139 0.5 347 2.1 1,390
Senior Manager 500 2.8 1,390 1.4 695 2.8 1,390 2.1 1,042 1.4 695 3.5 1,737 13.9 6,949
Manager 475 2.3 1,112 1.2 556 2.3 1,112 1.8 834 1.2 556 2.9 1,390 11.7 5,559
Senior Accountant 375 4.4 1,668 2.2 834 4.4 1,668 3.3 1,251 2.2 834 5.6 2,085 22.2 8,339
Accountant 275 3.0 834 1.5 417 3.0 834 2.3 625 1.5 417 3.8 1,042 15.2 4,169
Admin Staff 160 1.7 278 0.9 139 1.7 278 1.3 208 0.9 139 2.2 347 8.7 1,390
Total (excluding GST) 14.8 5,559 7.4 2,780 14.8 5,559 11.1 4,169 7.4 2,780 18.5 6,949 73.8 27,796
GST 2,780
Total (including GST) 30,575
Average hourly rate 377 377 377 377 377 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Hyd-Elec Australia Pty Ltd (Administrators Appointed)
ACN 151 316 611 for the period from 22 September 2016 to 18 November 2016 calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $97,267 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of Hyd-Elec Australia Pty Ltd (Administrators Appointed)
ACN 151 316 611 for the period from 19 November 2016 to 8 December 2016, calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $25,369 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
3 In the event that Hyd-Elec Australia Pty Ltd (Administrators Appointed) ACN 151 316 611 is placed
into liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Hyd-Elec Australia Pty Ltd (In Liquidation) ACN 151 316
611 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates
detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $27,796 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
We confirm that disbursements of $15,698 have been incurred during the period 22 September 2016 to 18 November
2016, for which McGrathNicol will be reimbursed. These are as follows:
Hyd-Elec Australia Pty Ltd
Disbursements for the period 22 September 2016 to 18 November 2016
Category Value exc GST ($)
Per diems 1,613
Airfares 5,989
Accomodation 3,248
Taxis and other travel 4,643
Other 205
Total 15,698
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Hyd-Elec Australia Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Hyd-Elec Australia Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 5,271
Pre-appointment debtors 52,103
Post-appointment debtors 6,469
Advance from HDL 145,403
Other receipts -
Total receipts 209,247
Payments
Suppliers (31,349)
Employees (107,617)
Other payments (6,468)
Total payments (145,433)
Net receipts/payments 63,813
Source: Company’s pre-appointment and Administrators’ bank accounts
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Hughes Equipment Hire Pty Ltd ACN 146 398 923 (“HEH”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
53.4 hours
$27,515 (ex GST)
Strategy and process Assess assets and sites and consider risks and requirements to
protect assets.
Determined the optimal sale method and process.
Prepare sale material including information for the data room.
Initiated a sale process including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
interested parties.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 94,216 VA period actual
Resolution two 19 November 2016 to 8 December 2016 24,574 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 26,119 DOCA/Liquidation period forecast
Total fee resolutions proposed 144,909
Hughes Equipment Hire Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Issued process letters to shortlisted parties.
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Plant and equipment Identified and secured plant and equipment on appointment.
Liaised with and instructed valuers and auctioneers.
Reviewed asset listings and valuations.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held
by the Company.
Day to day management of banking, account reconciliations
and processing receipts and payments.
Developed trading forecasts, negotiated funding with secured
creditor, applied to federal court for approval of VA funding
agreement.
Debtors Liaised with management and customers regarding outstanding
debtors and worked to resolve invoice disputes.
Reviewed work in progress and liaised with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounted for debtor collections.
Inventory Conducted stock takes with the assistance of valuation agents
and management.
Liaised with valuers.
Reviewed stock listing and values.
Reviewed and assessed of stock management systems.
Investigated stock valuation issues.
Creditors and
shareholders
9.2 hours
$4,394 (ex GST)
Unsecured creditors
Obtained a listing of unsecured trade creditors with addresses
and contact details.
Issued the Circular to Creditors on appointment, containing the
notice of the first meeting of creditors.
Engaged Link Market Services and set up a creditor/
stakeholder hotline to collate and respond to queries.
Prepared responses to frequently asked questions for use by
Link Market Services in addressing creditor queries.
Responded to creditor enquiries via telephone and email.
Responded to creditor enquiries which had escalated from Link
Market Services.
Liaised with Link Market Services to monitor the number and
nature of creditor enquires.
Finalised month-end accounts and calculated creditor claims as
at the date of appointment.
Maintained creditor enquiry register.
Reviewed and Prepared correspondence to creditors and their
representatives via email and post.
Negotiated with creditors to continue ongoing supply.
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Application for
extension of the
convening period of
the Second Meeting
of Creditors
Prepared an application to the Federal Court of Australia to
request an extension of the convening period for the second
meeting of creditors.
Prepared the affidavit (and supporting documentation) to
support the application.
Liaised with solicitors regarding the application and affidavit.
Prepared notifications to creditors and shareholders and a press
release regarding the successful application to extend the
convening period.
Committee of
Creditors
Prepared schedule of Committee of Creditors members.
Reviewed and issue appointment documents to Committee of
Creditors members.
Ongoing communication with Committee of Creditors
members.
439A report 439A preparation Inspected company books and records and back up electronic
preparation
(including
investigations)
10.8 hours
$4,732 (ex GST)
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Conducting
investigation
Reviewed and analysed management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available
to a liquidator.
Employees
15.9 hours
$6,719 (ex GST)
Employee enquiries Addressed employees on appointment in person and via
telephone.
Received and responded to employee enquiries via telephone,
email and in person.
Prepared regular updates to employees.
Entitlements Complied employee location and contact details.
Reviewed employee files and the books and records.
Drafted and issued a circular to employees on appointment.
Worked with management to calculate entitlements.
Analysed and investigated employee entitlements, liaised with
statutory bodies and assessed DOCA impact on employees.
Reconciled superannuation accounts.
Liaised with solicitors regarding entitlements.
Preparation of letters to employees advising of their
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaised with the Department of Employment regarding potential
claims being made under FEG.
Payment and funding
of payroll
Paid wages, annual leave and other payroll expenses.
Prepared Group Certificates.
Other employee
issues
Liaised with the Child Support Agency.
Liaised with Centrelink.
Liaised with human resources and payroll staff to resolve
employee related issues.
Trade on Appointment matters Prepared and sent circulars to creditors and suppliers regarding
(including leases
and PPSR)
110.0 hours
$46,409 (ex GST)
the Administrators’ appointment.
Liaised with utility providers to ensure continuation of services.
Liaised with the insurance broker to establish appropriate
insurance coverage for the Administration.
Investigated pre-appointment insurance policies.
Attended site, meet and address the staff members.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Received initial notification of creditor’s intention to claim.
Adjudicated on retention of title (‘ROT) and PPSR claims.
Landlords Obtained a listing of landlords with addresses and contact
details and notifying landlords of the Administrators’
appointment.
Notified landlords of the Administrators’ intention not to
exercise property rights.
Leasing Reviewed lease documents.
Liaised with owners/lessors regarding asset location and site
visits.
Maintained a summary of leased assets and continued to
update.
Banking Liaised with Westpac regarding the identification and
management of pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Facilitated bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrated company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Prepared payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Developed a trading cash flow model.
Reviewed and updated the cash flow to assess the trading
position of the Company.
Worked with Company staff to understand debtor position and
collections.
Obtained details regarding location and supply of stock.
Prepared and circulated trading / accounting protocol
documentation to all employees.
Employees Prepared circular to employees notifying of the Administrators’
appointment.
Reviewed employee wage calculations for the Administration
period.
Completed weekly wage runs and reimbursed employees for
any work related expenses.
Approved recruitment advertisements.
Reviewed individual employee leave requests.
Responded to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitated conference calls to the Company’s employees to
provide regular updates in respect of the Administration.
Informed employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Prepared a circular and notice to customers advising them of
the appointment of the Administrators and provided
information in regards to specific contract issues.
Regular meetings with customers.
Suppliers Notified suppliers of appointment and liaised with suppliers to
set up Administration accounts.
Managed key suppliers through the Administration process and
dealt with any specific supplier enquiries.
Provided Company staff with guidelines and parameters to
enable them to continue to manage the business operations.
Created and maintained a purchase order register to monitor
the Administrators’ liabilities.
Reviewed and authorised purchase orders submitted by
Company staff.
Weekly payments to third party suppliers for approved orders.
Ensured the continuance of a number of key utility services in
the Administration.
Processed receipts
and payments
Processed receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
11.5 hours
$4,447 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Ongoing file management.
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Cash management Established daily cash management processes and protocols
and implemented cash management practices.
Established daily cash management variance analysis and re-
forecasting practices.
Reviewed cash balances and funding needs on a daily basis.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Hughes Equipment Hire Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 0.4 246 0.0 17 - - - - 0.0 12 0.0 9 0.5 283
Jason Ireland Partner 650 1.3 865 0.4 289 - - - - 1.5 988 - - 3.3 2,142
Jason Preston Partner 650 1.0 646 0.7 481 - - 0.8 542 1.3 829 0.2 117 4.0 2,615
Shaun Fraser Partner 650 2.9 1,916 0.1 59 0.1 36 0.1 87 0.6 390 0.0 16 3.9 2,503
Anne-Maree Keane Partner 585 6.2 3,608 - - - - - - - - - - 6.2 3,608
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 15.5 8,528 - - - - - - 0.8 440 - - 16.3 8,968
Susan Fiedler Director 550 - - - - - - - - 1.4 756 - - 1.4 756
Anthony Cocco Senior Manager 500 2.1 1,045 0.6 319 1.5 761 - - 6.1 3,061 1.1 542 11.5 5,728
Cameron Gray Senior Manager 500 - - - - - - - - 0.1 50 - - 0.1 50
Christopher Johnson Senior Manager 500 5.8 2,915 0.4 218 0.7 354 - - 9.1 4,540 - - 16.1 8,026
Heather Matheson Senior Manager 500 0.6 315 4.0 2,014 2.1 1,070 0.8 417 2.6 1,308 1.3 659 11.6 5,782
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 0.2 106 - - 0.9 435 7.0 3,325 32.2 15,308 - - 40.4 19,174
Jessie Maguire Manager 475 - - 0.1 25 - - - - - - - - 0.1 25
Carlo Lucci Assistant Manager 430 16.0 6,872 - - 0.2 87 - - 3.0 1,307 - - 19.2 8,266
Elin Gunstveit Assistant Manager 387 - - - - 0.1 54 - - 0.3 124 1.6 614 2.0 792
Mitchell Soden Assistant Manager 387 - - - - - - - - 10.1 3,899 0.1 41 10.2 3,940
Grace Chessman Senior Accountant 375 0.0 9 1.3 501 1.3 490 - - 4.8 1,815 0.9 320 8.4 3,135
Johnathon Tawil Senior Accountant 375 - - - - 0.7 254 4.5 1,688 1.3 495 0.7 262 7.2 2,699
Timothy Duncan Senior Accountant 375 1.0 375 1.1 419 3.2 1,190 - - 24.1 9,052 0.1 36 29.5 11,071
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - 0.4 101 2.4 651 0.0 11 2.9 792
Joshua Crick Accountant 275 0.3 70 0.0 11 - - 1.9 513 0.8 232 0.2 55 3.2 883
Andrea Palmer Client Admin/Prac Serv-Level 4 144 - - - - - - - - 0.2 32 - - 0.2 32
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - 2.7 429 1.7 274 4.4 703
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - 3.3 521 0.7 118 4.0 638
Trent Williams Client Admin/Prac Serv-Level 3 144 - - - - - - - - 0.5 70 0.1 9 0.5 78
Clare Lethlean Client Admin/Prac Serv-Level 2 160 - - - - - - 0.2 27 0.4 60 - - 0.5 87
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - 0.2 20 0.3 41 0.1 12 0.6 85
Total (excluding GST) 53.4 27,515 9.2 4,394 10.8 4,732 15.9 6,719 110.0 46,409 11.5 4,447 210.8 94,216
GST 2,752 439 473 672 4,641 445 9,422
Total (including GST) 30,267 4,834 5,205 7,391 51,050 4,892 103,637
Average hourly rate 567 528 480 466 464 424 492
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$6,954 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Plant and equipment Maintaining the plant and equipment.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Reviewing work in progress and liaising with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounting for debtor collections.
Creditors and
shareholders
$1,180 (ex GST)
Unsecured creditors
Responding to creditor enquiries via telephone and email.
Responding to creditor enquiries which had escalated from Link
Market Services.
Liaising with Link Market Services to monitor the number and
nature of creditor enquires.
Maintaining creditor enquiry register.
Reviewing and preparing correspondence to creditors and their
representatives via email and post.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$1,155 (ex GST)
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Drafting the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Employees
$983 (ex GST)
Employee enquiries Receiving and responding to employee enquiries via telephone,
email and in person.
Preparing regular updates to employees.
Entitlements Analysing and investigating employee entitlements, liaising with
statutory bodies and assessing the DOCA impact on employees.
Liaising with solicitors regarding the status of employee
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under Fair Entitlements Guarantee
scheme.
Payment and funding
of payroll
Paying wages, annual leave and other payroll expenses.
Other employee
issues
Liaising with the Child Support Agency.
Liaising with Centrelink.
Liaising with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
$13,122 (ex GST)
Retention of title
claims (“ROT”) and
Personal Property
Securities Register
(“PPSR”)
Working with a registered claimant to assess its registration and
security interest..
Leasing Maintaining a summary of leased assets.
Banking Management of pre-appointment Company bank accounts.
Management of post-appointment Company trading bank
account.
Facilitating bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrating company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Preparing payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Maintaining a trading cash flow model.
Reviewing and updated the cash flow to assess the trading
position of the Companies.
Working with Companies staff to understand debtor position
and collections.
Employees Completing weekly wage runs and reimbursing employees for
any work related expenses.
Approving recruitment advertisements.
Reviewing individual employee leave requests.
Responding to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitating conference calls to the Companies’ employees to
provide regular updates in respect of the Administration.
Informing employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Regular meetings with customers.
Suppliers Managing key suppliers through the Administration process
and dealt with any specific supplier enquiries.
Maintaining a purchase order register to monitor the
Administrators’ liabilities.
Reviewing and authorising purchase orders.
Weekly payments to suppliers for approved orders.
Processed receipts
and payments
Processing receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
$1,180 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Hughes Equipment Hire Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.5 348 0.1 59 0.1 58 0.1 49 1.0 656 0.1 59 1.9 1,229
Senior Manager 500 3.5 1,739 0.6 295 0.6 289 0.5 246 6.6 3,281 0.6 295 12.3 6,143
Manager 475 2.9 1,391 0.5 236 0.5 231 0.4 197 5.5 2,624 0.5 236 10.3 4,915
Senior Accountant 375 5.6 2,086 0.9 354 0.9 346 0.8 295 10.5 3,937 0.9 354 19.7 7,372
Accountant 275 3.8 1,043 0.6 177 0.6 173 0.5 147 7.2 1,968 0.6 177 13.4 3,686
Admin Staff 160 2.2 348 0.4 59 0.4 58 0.3 49 4.1 656 0.4 59 7.7 1,229
Total (excluding GST) 18.5 6,954 3.1 1,180 3.1 1,155 2.6 983 34.9 13,122 3.1 1,180 65.3 24,574
GST 2,457
Total (including GST) 27,031
Average hourly rate 377 377 377 377 377 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$5,224 (ex GST)
Plant and equipment Liaising with and instructing valuers and auctioneers.
Reviewing asset listings and valuations.
Arranging onsite or other auctions for plant & equipment.
Pursuing any other sale options for remaining assets of the
group.
Demobilisation Safely decommissioning and removing equipment from each of
the customer sites
Managing a small number of staff members to ensure
demobilisation is completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Continue to collect outstanding debtors.
Creditors and
shareholders
$2,612 (ex GST)
Dealing with creditors
and their claims
Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$5,224 (ex GST)
Conducting
investigations
Conducting further investigations in relation to any potential
voidable transactions including seeking legal advice and liaising
with (potential) defendants and their advisers.
Preparing and lodging report pursuant to Section 533 of the
Act with ASIC.
Litigation / recoveries
(where relevant)
Preparing briefs to solicitors.
Liaising with solicitors regarding recovery action.
Attending to negotiations and settlement matters.
Employees
$3,918 (ex GST)
Employees Terminating employment contracts as the demobilisation is
completed.
Liaising with former employees in relation to claims and
entitlements.
Finalising employee entitlement calculations.
Making distribution to preferential employee creditors.
Preparing Group Certificates.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under FEG.
Trade On
$2,612 (ex GST)
Creditors Preparing correspondence to potential creditors inviting
lodgement of PODs.
Receiving and adjudicating on PODs.
Requesting further information from creditors regarding PODs.
Considering legal advice regarding PODs (if needed).
Liaising with and satisfying all creditors from the Voluntary
Administration and demobilisation period.
Statutory and
Administration
$6,530 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other statutory
reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Hughes Equipment Hire Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.4 261 0.2 131 0.4 261 0.3 196 0.2 131 0.5 326 2.0 1,306
Senior Manager 500 2.6 1,306 1.3 653 2.6 1,306 2.0 979 1.3 653 3.3 1,632 13.1 6,530
Manager 475 2.2 1,045 1.1 522 2.2 1,045 1.6 784 1.1 522 2.7 1,306 11.0 5,224
Senior Accountant 375 4.2 1,567 2.1 784 4.2 1,567 3.1 1,175 2.1 784 5.2 1,959 20.9 7,836
Accountant 275 2.8 784 1.4 392 2.8 784 2.1 588 1.4 392 3.6 979 14.2 3,918
Admin Staff 160 1.6 261 0.8 131 1.6 261 1.2 196 0.8 131 2.0 326 8.2 1,306
Total (excluding GST) 13.9 5,224 6.9 2,612 13.9 5,224 10.4 3,918 6.9 2,612 17.3 6,530 69.4 26,119
GST 2,612
Total (including GST) 28,731
Average hourly rate 377 377 377 377 377 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Hughes Equipment Hire Pty Ltd (Administrators
Appointed) ACN 146 398 923 for the period from 22 September 2016 to 18 November 2016
calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly
Rates provided to creditors, in the amount of $94,216 (excluding GST), plus disbursements, is hereby
approved for payment.”
2 “That the remuneration of the Administrators of Hughes Equipment Hire Pty Ltd (Administrators
Appointed) ACN 146 398 923 for the period from 19 November 2016 to 8 December 2016, calculated
on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates
provided to creditors, to a capped amount of $24,574 (exclusive of GST), plus disbursements, is hereby
approved and can be drawn as required.”
3 In the event that Hughes Equipment Hire Pty Ltd (Administrators Appointed) ACN 146 398 923 is
placed into liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Hughes Equipment Hire Pty Ltd (In Liquidation) ACN 146
398 923 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the
rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $26,119 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
We confirm that disbursements of $15,698 have been incurred during the period 22 September 2016 to 18 November
2016, for which McGrathNicol will be reimbursed. These are as follows:
Hughes Equipment Hire Pty Ltd
Disbursements for the period 22 September 2016 to 18 November 2016
Category Value exc GST ($)
Per diems 1,613
Airfares 5,989
Accomodation 3,248
Taxis and other travel 4,643
Other 205
Total 15,698
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Hughes Equipment Hire Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
Hughes Equipment Hire Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment 663
Pre-appointment debtors 311,378
Post-appointment debtors 27,700
Advance from HDL 43,270
Other receipts 89
Total receipts 383,100
Payments
Suppliers (44,654)
Employees (16,306)
Other payments (1,892)
Total payments (62,852)
Net receipts/payments 320,248
Source: Company’s pre-appointment and Administrators’ bank accounts
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
JSW Australia Pty Ltd ACN 125 989 791 (“JSW”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
317.7 hours
$169,297 (ex GST)
Strategy and process Assess assets and sites and consider risks and requirements to
protect assets.
Prepared sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 737,462 VA period actual
Resolution two 19 November 2016 to 8 December 2016 192,347 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 25,875 DOCA/Liquidation period forecast
Resolution four 9 December 2016 to 27 January 2017 180,000 Liquidation period forecast
Total fee resolutions proposed (DOCA/Liquidation) 955,684
Total fee resolutions proposed (Liquidation) 1,109,809
JSW Australia Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
interested parties.
Issued process letters to shortlisted parties.
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Plant and equipment Identified and secured plant and equipment on appointment.
Liaised with and instructed valuers and auctioneers.
Reviewed asset listings and valuations.
Cash Assessed the pre-appointment cash position.
Wrote to major Australian banks to identify bank accounts held
by the Company.
Day to day management of banking, account reconciliations
and processing receipts and payments.
Developed trading forecasts, negotiated funding with secured
creditor, applied to federal court for approval of VA funding
agreement.
Debtors Liaised with management and customers regarding outstanding
debtors and worked to resolve invoice disputes.
Reviewed work in progress and liaised with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounted for debtor collections.
Inventory Conducted stock takes with the assistance of valuation agents
and management.
Liaised with valuers.
Reviewed stock listing and values.
Reviewed and assessed of stock management systems.
Investigated stock valuation issues.
Creditors and
shareholders
55.3 hours
$25,969 (ex GST)
Unsecured creditors
Obtained a listing of unsecured trade creditors with addresses
and contact details.
Issued the Circular to Creditors on appointment, containing the
notice of the first meeting of creditors.
Engaged Link Market Services and set up a creditor/
stakeholder hotline to collate and respond to queries.
Prepared responses to frequently asked questions for use by
Link Market Services in addressing creditor queries.
Responded to creditor enquiries via telephone and email.
Responded to creditor enquiries which had escalated from Link
Market Services.
Liaised with Link Market Services to monitor the number and
nature of creditor enquires.
Finalised month-end accounts and calculated creditor claims as
at the date of appointment.
Maintained creditor enquiry register.
Reviewed and Prepared correspondence to creditors and their
representatives via email and post.
Negotiated with creditors to continue ongoing supply.
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chaired meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
Application for
extension of the
convening period of
the Second Meeting
of Creditors
Prepared an application to the Federal Court of Australia to
request an extension of the convening period for the second
meeting of creditors.
Prepared the affidavit (and supporting documentation) to
support the application.
Liaised with solicitors regarding the application and affidavit.
Prepared notifications to creditors and shareholders and a press
release regarding the successful application to extend the
convening period.
Committee of
Creditors
Prepared schedule of Committee of Creditors members.
Reviewed and issue appointment documents to Committee of
Creditors members.
Ongoing communication with Committee of Creditors
members.
439A report
preparation
(including
investigations)
74.7 hours
$32,278 (ex GST)
439A preparation Inspected company books and records and back up electronic
data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
DOCA Collated information and attended explanatory meetings with
interested parties.
Meetings with preferred bidder to discuss the structure and
inclusions for the proposed DOCA.
Liaised with legal advisors regarding terms and structure of the
proposed DOCA.
Modelled outcome analysis to compare the impact of the
proposed DOCA versus a Liquidation on all classes of creditors.
Conducting
investigation
Reviewed and analysed management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Prepared preliminary findings on potential recoveries available
to a liquidator.
Employees
71.9 hours
$28,385 (ex GST)
Employee enquiries Addressed employees on appointment in person and via
telephone.
Received and responded to employee enquiries via telephone,
email and in person.
Prepared regular updates to employees.
Entitlements Complied employee location and contact details.
Reviewed employee files and the books and records.
Drafted and issued a circular to employees on appointment.
Worked with management to calculate entitlements.
Analysed and investigated employee entitlements, liaised with
statutory bodies and assessed DOCA impact on employees.
Reconciled superannuation accounts.
Liaised with solicitors regarding entitlements.
Preparation of letters to employees advising of their
entitlements.
Fair Entitlements Liaised with the Department of Employment regarding potential
Guarantee scheme
(“FEG”)
claims being made under FEG.
Payment and funding
of payroll
Paid wages, annual leave and other payroll expenses.
Prepared Group Certificates.
Other employee
issues
Liaised with the Child Support Agency.
Liaised with Centrelink.
Liaised with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
1069.8 hours
$465,000 (ex GST)
Appointment matters Prepared and sent circulars to creditors and suppliers regarding
the Administrators’ appointment.
Liaised with utility providers to ensure continuation of services.
Liaised with the insurance broker to establish appropriate
insurance coverage for the Administration.
Investigated pre-appointment insurance policies.
Attended site, meet and address the staff members.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Received initial notification of creditor’s intention to claim.
Adjudicated on retention of title (‘ROT) and PPSR claims.
Correspondence with creditors regarding rejected ROT and
PPSR claims.
Worked with registered but satisfied claimants to have
registrations and security interests discharged.
Landlords Obtained a listing of landlords with addresses and contact
details and notifying landlords of the Administrators’
appointment.
Notified landlords of the Administrators’ intention not to
exercise property rights.
Leasing Reviewed lease documents.
Liaised with owners/lessors regarding asset location and site
visits.
Maintained a summary of leased assets and continued to
update.
Banking Liaised with Westpac regarding the identification and
management of pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Facilitated bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrated company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Prepared payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Developed a trading cash flow model.
Reviewed and updated the cash flow to assess the trading
position of the Company.
Worked with Company staff to understand debtor position and
collections.
Obtained details regarding location and supply of stock.
Prepared and circulated trading / accounting protocol
documentation to all employees.
Employees Prepared circular to employees notifying of the Administrators’
appointment.
Reviewed employee wage calculations for the Administration
period.
Completed weekly wage runs and reimbursed employees for
any work related expenses.
Approved recruitment advertisements.
Reviewed individual employee leave requests.
Responded to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitated conference calls to the Company’s employees to
provide regular updates in respect of the Administration.
Informed employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Prepared a circular and notice to customers advising them of
the appointment of the Administrators and provided
information in regards to specific contract issues.
Regular meetings with customers.
Suppliers Notified suppliers of appointment and liaised with suppliers to
set up Administration accounts.
Managed key suppliers through the Administration process and
dealt with any specific supplier enquiries.
Provided Company staff with guidelines and parameters to
enable them to continue to manage the business operations.
Created and maintained a purchase order register to monitor
the Administrators’ liabilities.
Reviewed and authorised purchase orders submitted by
Company staff.
Weekly payments to third party suppliers for approved orders.
Ensured the continuance of a number of key utility services in
the Administration.
Processed receipts
and payments
Processed receipts and payments into the Administrators’
accounting system and generating management reports.
Strategy and project
management
Prepared and maintained task lists and checklists.
Team meetings regarding the allocation and status of tasks.
Statutory and
Administration
44.1 hours
$16,533 (ex GST)
Ongoing file management.
Insurance Identified potential issues requiring attention from insurance
specialists.
Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Liaised with insurance broker as incidents occurred during the
Administration.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Cash management Established daily cash management processes and protocols
and implemented cash management practices.
Established daily cash management variance analysis and re-
forecasting practices.
Reviewed cash balances and funding needs on a daily basis.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
JSW Australia Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 1.8 1,053 0.0 17 - - - - - - 0.1 53 1.9 1,122
Jason Ireland Partner 650 5.7 3,705 2.7 1,736 - - - - 4.0 2,581 - - 12.3 8,021
Jason Preston Partner 650 7.8 5,044 2.7 1,749 - - 0.8 542 2.8 1,804 1.1 702 15.1 9,840
Shaun Fraser Partner 650 22.4 14,580 5.1 3,341 0.2 156 5.2 3,402 84.6 55,003 0.2 98 117.8 76,579
Anne-Maree Keane Partner 585 26.4 15,462 - - - - - - - - - - 26.4 15,462
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Graham Cope Director 1 595 68.5 40,758 2.4 1,428 - - 2.0 1,190 111.3 66,224 - - 184.2 109,599
Hugh Monaghan Director 550 66.5 36,548 - - - - - - - - - - 66.5 36,548
Susan Fiedler Director 550 - - - - - - - - 8.3 4,538 - - 8.3 4,538
Matthew Wall Director 550 1.0 550 - - - - - - 0.5 275 - - 1.5 825
Anthony Cocco Senior Manager 500 9.2 4,579 2.4 1,219 3.7 1,854 - - 27.2 13,624 3.7 1,829 46.2 23,104
Cameron Gray Senior Manager 500 - - - - - - - - 0.6 300 - - 0.6 300
Christopher Johnson Senior Manager 500 17.7 8,850 2.6 1,305 3.0 1,515 - - - - - - 23.3 11,670
Heather Matheson Senior Manager 500 2.7 1,350 8.4 4,201 8.2 4,118 0.8 417 10.9 5,445 7.2 3,596 38.3 19,127
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 1.0 456 - - 5.5 2,608 - - 18.4 8,722 - - 24.8 11,786
Jessie Maguire Manager 475 - - 2.9 1,379 3.4 1,615 - - 35.9 17,053 - - 42.2 20,046
Kate Versey Manager 475 2.2 1,045 6.5 3,088 20.9 9,928 8.3 3,943 269.9 128,203 1.0 475 308.8 146,680
Alexandra Toohey Assistant Manager 366 13.5 4,941 - - - - 31.1 11,383 272.0 99,552 3.8 1,391 320.4 117,266
Carlo Lucci Assistant Manager 430 68.5 29,451 - - 0.9 374 - - - - - - 69.4 29,825
Elin Gunstveit Assistant Manager 387 - - - - 0.6 232 - - - - 1.4 556 2.0 788
Mitchell Soden Assistant Manager 387 - - - - - - - - 2.2 840 0.0 12 2.2 851
Grace Chessman Senior Accountant 375 1.4 506 2.8 1,045 4.9 1,844 0.5 188 39.2 14,706 2.8 1,052 51.6 19,340
Johnathon Tawil Senior Accountant 375 - - - - 1.7 629 7.4 2,775 - - 4.4 1,668 13.5 5,073
Timothy Duncan Senior Accountant 375 - - 3.1 1,159 9.0 3,386 - - 25.7 9,642 0.6 214 38.4 14,402
Steven Nudo Senior Accountant 319 - - 13.1 4,179 12.6 4,019 11.5 3,669 59.3 18,917 6.3 2,010 102.8 32,793
Aleksandra Pejoska Accountant 275 - - 0.4 112 - - 0.4 101 13.8 3,806 0.2 66 14.9 4,085
Joshua Crick Accountant 275 1.5 421 - - - - 1.9 513 5.3 1,470 0.9 234 9.6 2,638
Andrea Palmer Client Admin/Prac Serv-Level 4 144 - - - - - - - - 0.2 32 - - 0.2 32
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - 4.2 677 4.1 650 8.3 1,327
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - 13.1 2,097 3.0 478 16.1 2,574
Kathryn White Client Admin/Prac Serv-Level 4 136 - - - - - - 0.7 95 - - - - 0.7 95
Trent Williams Client Admin/Prac Serv-Level 3 144 - - - - - - - - 4.3 613 0.4 52 4.6 665
Clare Lethlean Client Admin/Prac Serv-Level 2 160 - - - - - - 0.2 27 52.4 8,376 - - 52.5 8,403
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - 1.1 143 3.7 503 0.3 46 5.2 704
Total (excluding GST) 317.7 169,297 55.3 25,969 74.7 32,278 71.9 28,385 1,069.8 465,000 44.1 16,533 1,633.4 737,462
GST 16,930 2,597 3,228 2,838 46,500 1,653 73,746
Total (including GST) 186,226 28,566 35,506 31,223 511,500 18,187 811,209
Average hourly rate 586 517 475 435 478 412 497
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$31,545 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Plant and equipment Maintaining the plant and equipment.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Reviewing work in progress and liaising with management
regarding invoicing.
Oversight of invoicing for pre-appointment work in progress.
Accounting for debtor collections.
Creditors and
shareholders
$6,540 (ex GST)
Unsecured creditors
Responding to creditor enquiries via telephone and email.
Responding to creditor enquiries which had escalated from Link
Market Services.
Liaising with Link Market Services to monitor the number and
nature of creditor enquires.
Maintaining creditor enquiry register.
Reviewing and preparing correspondence to creditors and their
representatives via email and post.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$7,117 (ex GST)
439A preparation Inspecting company books and records and back up electronic
data.
Conducting and summarising various statutory searches and
financial reports.
Undertaking financial analysis to understand the financial
position of the company in the months leading up to the
appointment of Administrators.
Reviewing the Reports as to Affairs provided by the directors
and commenting on same.
Determining the content and key findings for inclusion in the
439A Report.
Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
DOCA Liaising with legal advisors regarding terms and structure of the
proposed DOCA.
Modelling outcome analysis to compare the impact of the
proposed DOCA versus a Liquidation on all classes of creditors.
Daily meetings and provision of information to ensure the
DOCA was agreed and in place, in time for the second creditors
meeting.
Conducting
investigation
Reviewing and analysing management accounts, annual reports,
and prospectus information, for inclusion in the 439A Report.
Interviews with management, staff and auditors on investigation
matters.
Preparing preliminary findings on potential recoveries available
to a liquidator.
Employees
$8,656 (ex GST)
Employee enquiries Receiving and responding to employee enquiries via telephone,
email and in person.
Preparing regular updates to employees.
Entitlements Analysing and investigating employee entitlements, liaising with
statutory bodies and assessing the DOCA impact on employees.
Liaising with solicitors regarding the status of employee
entitlements.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under Fair Entitlements Guarantee
scheme.
Payment and funding
of payroll
Paying wages, annual leave and other payroll expenses.
Other employee
issues
Liaising with the Child Support Agency.
Liaising with Centrelink.
Liaising with human resources and payroll staff to resolve
employee related issues.
Trade on
(including leases
and PPSR)
$134,835 (ex GST)
Retention of title
claims (“ROT”) and
Personal Property
Securities Register
(“PPSR”)
Adjudicating on ROT and PPSR claims.
Corresponding with creditors and their representatives
regarding rejected ROT and PPSR claims.
Working with registered but satisfied claimants to have
registrations and security interests discharged.
Leasing Maintaining a summary of leased assets.
Banking Management of pre-appointment Company bank accounts.
Management of post-appointment Company trading bank
account.
Facilitating bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Administrating company staff with bank reconciliation work to
assist with debtor collections and cash flow maintenance.
Preparing payment requisition forms and receipt vouchers to
reflect the Company’s transactions in the Administrators’
accounting software.
Cash flow and trading Maintaining a trading cash flow model.
Reviewing and updated the cash flow to assess the trading
position of the Companies.
Working with Companies staff to understand debtor position
and collections.
Employees Completing weekly wage runs and reimbursing employees for
any work related expenses.
Approving recruitment advertisements.
Reviewing individual employee leave requests.
Responding to employee enquiries in relation to wages,
superannuation, annual leave and general working conditions.
Facilitating conference calls to the Companies’ employees to
provide regular updates in respect of the Administration.
Informing employees of the how rights in the Administration
impacts their accrued entitlements.
Customers Regular meetings with customers.
Suppliers Managing key suppliers through the Administration process
and dealt with any specific supplier enquiries.
Maintaining a purchase order register to monitor the
Administrators’ liabilities.
Reviewing and authorising purchase orders.
Weekly payments to suppliers for approved orders.
Processed receipts
and payments
Processing receipts and payments into the Administrators’
accounting system and generating management reports.
Statutory and
Administration
$3,655 (ex GST)
Strategy and project
management
Preparing and maintaining task lists and checklists.
Team meetings regarding the allocation and status of statutory
and operational tasks.
Ongoing file management.
Insurance Liaising with insurance broker as incidents occurred during the
Administration.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
JSW Australia Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 2.4 1,577 0.5 327 0.5 356 0.7 433 10.4 6,742 0.3 183 14.8 9,617
Senior Manager 500 15.8 7,886 3.3 1,635 3.6 1,779 4.3 2,164 67.4 33,709 1.8 914 96.2 48,087
Manager 475 13.3 6,309 2.8 1,308 3.0 1,423 3.6 1,731 56.8 26,967 1.5 731 81.0 38,469
Senior Accountant 375 25.2 9,463 5.2 1,962 5.7 2,135 6.9 2,597 107.9 40,450 2.9 1,096 153.9 57,704
Accountant 275 17.2 4,732 3.6 981 3.9 1,068 4.7 1,298 73.5 20,225 2.0 548 104.9 28,852
Admin Staff 160 9.9 1,577 2.0 327 2.2 356 2.7 433 42.1 6,742 1.1 183 60.1 9,617
Total (excluding GST) 83.8 31,545 17.4 6,540 18.9 7,117 23.0 8,656 358.1 134,835 9.7 3,655 510.9 192,347
GST 19,235
Total (including GST) 211,581
Average hourly rate 377 377 377 377 377 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the DOCA period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$10,350 (ex GST)
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Creditors and
shareholders
$10,350 (ex GST)
Dealing with creditors and their claims Liaising with creditors in relation to their claims and ensuring
the Deed fund is distributed in accordance with the Creditor’s
Trust Deed.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Statutory and
Administration
$5,175 (ex GST)
Document maintenance/file review/checklist
Undertaking first month administration reviews.
Filing of documents.
Conducting file reviews.
Updating checklists.
ATO & other statutory reporting Notifying of appointment and completion of the DOCA.
Complying with all tax requirements of the proposed Creditor’s
Trust.
Planning / review Attending internal discussions and planning in relation to the
DOCA.
Books and records / storage Cataloguing records to put in storage.
Summary of forecast remuneration for the DOCA period from 9 December 2016 to 27 January 2016 3.3.2
JSW Australia Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.8 518 0.8 518 - - - - - - 0.4 259 2.0 1,294
Senior Manager 500 5.2 2,588 5.2 2,588 - - - - - - 2.6 1,294 12.9 6,469
Manager 475 4.4 2,070 4.4 2,070 - - - - - - 2.2 1,035 10.9 5,175
Senior Accountant 375 8.3 3,105 8.3 3,105 - - - - - - 4.1 1,553 20.7 7,763
Accountant 275 5.6 1,553 5.6 1,553 - - - - - - 2.8 776 14.1 3,881
Admin Staff 160 3.2 518 3.2 518 - - - - - - 1.6 259 8.1 1,294
Total (excluding GST) 27.5 10,350 27.5 10,350 - - - - - - 13.7 5,175 68.7 25,875
GST 2,588
Total (including GST) 28,463
Average hourly rate 377 377 - - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.4
Description of work 3.4.1
Task area General description
Asset realisations
$36,000 (ex GST)
Plant and equipment Liaising with and instructing valuers and auctioneers.
Reviewing asset listings and valuations.
Arranging onsite or other auctions for plant & equipment.
Pursuing any other sale options for remaining assets of the
group.
Demobilisation Safely decommissioning and removing equipment from each of
the customer sites
Managing a small number of staff members to ensure
demobilisation is completed safely, efficiently and cleanly.
Cash Day to day management of banking, account reconciliations
and processing receipts and payments.
Debtors Continue to collect outstanding debtors.
Creditors and
shareholders
$18,000 (ex GST)
Dealing with creditors
and their claims
Liaising with creditors in relation to their claims and the
Liquidation generally.
Receiving and following up creditor enquiries generally.
Reviewing and preparing correspondence to creditors and their
representatives via facsimile, email and post.
Secured creditors Liaising with secured creditors regarding strategic issues.
Preparing written updates to the secured creditors.
Investigations
$36,000 (ex GST)
Conducting
investigations
Conducting further investigations in relation to any potential
voidable transactions including seeking legal advice and liaising
with (potential) defendants and their advisers.
Preparing and lodging report pursuant to Section 533 of the
Act with ASIC.
Litigation / recoveries
(where relevant)
Preparing briefs to solicitors.
Liaising with solicitors regarding recovery action.
Attending to negotiations and settlement matters.
Employees
$27,000 (ex GST)
Employees Terminating employment contracts as the demobilisation is
completed.
Liaising with former employees in relation to claims and
entitlements.
Finalising employee entitlement calculations.
Making distribution to preferential employee creditors.
Preparing Group Certificates.
Fair Entitlements
Guarantee scheme
(“FEG”)
Liaising with the Department of Employment regarding
potential claims being made under FEG.
Trade On
$18,000 (ex GST)
Creditors Preparing correspondence to potential creditors inviting
lodgement of PODs.
Receiving and adjudicating on PODs.
Requesting further information from creditors regarding PODs.
Considering legal advice regarding PODs (if needed).
Liaising with and satisfying all creditors from the Voluntary
Administration and demobilisation period.
Statutory and
Administration
$45,000 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other statutory
reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.4.2
JSW Australia Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 2.8 1,800 1.4 900 2.8 1,800 2.1 1,350 1.4 900 3.5 2,250 13.8 9,000
Senior Manager 500 18.0 9,000 9.0 4,500 18.0 9,000 13.5 6,750 9.0 4,500 22.5 11,250 90.0 45,000
Manager 475 15.2 7,200 7.6 3,600 15.2 7,200 11.4 5,400 7.6 3,600 18.9 9,000 75.8 36,000
Senior Accountant 375 28.8 10,800 14.4 5,400 28.8 10,800 21.6 8,100 14.4 5,400 36.0 13,500 144.0 54,000
Accountant 275 19.6 5,400 9.8 2,700 19.6 5,400 14.7 4,050 9.8 2,700 24.5 6,750 98.2 27,000
Admin Staff 160 11.3 1,800 5.6 900 11.3 1,800 8.4 1,350 5.6 900 14.1 2,250 56.3 9,000
Total (excluding GST) 95.6 36,000 47.8 18,000 95.6 36,000 71.7 27,000 47.8 18,000 119.5 45,000 478.1 180,000
GST 18,000
Total (including GST) 198,000
Average hourly rate 377 377 377 377 377 377 377
Asset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration Total
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of JSW Australia Pty Ltd (Administrators Appointed) ACN
125 989 791 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $737,462 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of JSW Australia Pty Ltd (Administrators Appointed) ACN
125 989 791 for the period from 19 November 2016 to 8 December 2016, calculated on hours spent
at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $192,347 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
3 In the event that the proposed Deed of Company Arrangement is approved by the creditors, and the
current Administrators are appointed as the Deed Administrators/ Trustees of the Creditors Trust::
“That the remuneration of the Deed Administrators of JSW Australia Pty Ltd (In Liquidation) ACN 125
989 791/ Trustees of the Creditors Trust for the period from 9 December 2016 to 27 January 2017,
calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly
Rates provided to creditors, to a capped amount of $25,875 (exclusive of GST), plus disbursements, is
hereby approved and can be drawn as required.”
4 In the event that JSW Australia Pty Ltd (Administrators Appointed) ACN 125 989 791 is placed into
liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of JSW Australia Pty Ltd (In Liquidation) ACN 125 989 791
for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates
detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $180,000 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
We confirm that disbursements of $47,150 have been incurred during the period 22 September 2016 to 18 November
2016, for which McGrathNicol will be reimbursed. These are as follows:
JSW Pty Ltd
Disbursements for the period 22 September 2016 to 18 November 2016
Category Value exc GST ($)
Per diems 6,959
Airfares 19,797
Accomodation 13,477
Taxis and other travel 6,699
Other 218
Total 47,150
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
JSW Australia Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
JSW Australia Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment -
Pre-appointment debtors 1,793,942
Post-appointment debtors 378,151
Advance from HDL -
Other receipts 1,499,640
Total receipts 3,671,732
Payments
Suppliers (554,318)
Employees (1,481,200)
Other payments (2,870)
Total payments (2,038,387)
Net receipts/payments 1,633,345
Corporations Act 2001
Section 449E
REMUNERATION REQUEST APPROVAL REPORT
Reichdrill Australia Pty Ltd ACN 162 841 287 (“RD”) (Administrators Appointed)
(“the Company”)
Declaration 1
We, Jason Preston, Shaun Fraser and Jamie Harris of McGrathNicol have undertaken a proper assessment of this
remuneration claim for our appointment as Administrators of the Company in accordance with the law and applicable
professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed
in the conduct of the Administration.
To date no remuneration has been approved, or drawn, for the Company. Further, we have not received any funding from
external sources.
Summary 2
Description of work performed 3
Remuneration incurred 22 September 2016 to 18 November 2016 3.1
Description of work 3.1.1
Task area General description
Asset realisations
78.0 hours
$40,343 (ex GST)
Strategy and process Assess assets and sites and consider risks and requirements to
protect assets.
Prepare sale material including information for the data room.
Initiated a sale program including documentation of process,
procedures and confidentiality requirements.
Interested parties Identified and liaised with interested parties, including
responding to queries.
Arranged and attended site visits with interested parties.
Prepared an Information Memorandum for interested parties.
Received, reviewed and assessed expressions of interest from
interested parties.
Issued process letters to shortlisted parties.
Summary of Remuneration Request Approval Report
Company
Appointees
Administration type
Resolution one 22 September 2016 to 18 November 2016 52,352 VA period actual
Resolution two 19 November 2016 to 8 December 2016 13,655 VA period forecast
Resolution three 9 December 2016 to 27 January 2017 28,875 DOCA/Liquidation period forecast
Total fee resolutions proposed 94,882
Reichdrill Australia Pty Ltd (Administrators Appointed)
Jason Preston, Shaun Fraser, Jamie Harris of McGrathNicol
Voluntary Administration
Managed data room and interested party due diligence.
Received and assessed non-binding offers.
Discussed non-binding offers with parties.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Creditors and
shareholders
6.0 hours
$2,744 (ex GST)
Secured creditors Liaised with secured creditors regarding the appointment, it’s
security, funding and strategy.
Prepared written updates to the secured creditors.
Liaised with secured creditor in relation to DOCA proposal and
alternative strategies including Liquidation.
First Meeting of
Creditors
Prepared meeting notices, proxies and advertisements.
Distributed the notice of meeting to all known creditors.
Prepared presentation slides and Chairperson notes.
Prepared meeting logistics.
Liaised with Link Market Services to review various documents
for the first meeting.
Reviewed and maintaining the proxy register.
Prepared the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Developing a media management plan and protocols for
attendance at the first meeting.
Attendance at and chairing meetings.
Liaised with media regarding the first creditor meeting.
Prepared and lodging the minutes of the first meeting with
ASIC.
439A report
preparation
(including
investigations)
12.9 hours
$5,580 (ex GST)
439A preparation Inspected company books and records and backed up
electronic data.
Conducted and summarised various statutory searches and
financial reports.
Undertook financial analysis to understand the financial position
of the company in the months leading up to the appointment
of Administrators.
Reviewed the Reports as to Affairs provided by the directors
and commenting on same.
Determined the content and key findings for inclusion in the
439A Report.
Drafted the 439A report.
Prepared remuneration schedules to include in the 439A report.
Trade on
(including leases
and PPSR)
Appointment matters Prepared and sent circulars to creditors regarding the
Administrators’ appointment.
Liaised with the insurance broker to establish appropriate
1.5 hours
$975 (ex GST)
insurance coverage for the Administration.
Investigated pre-appointment insurance policies.
Retention of title
claims and Personal
Property Securities
Register (“PPSR”)
Conducted PPSR searches.
Notified PPSR registered creditors of appointment.
Banking Liaised with Westpac regarding the identification and
management of pre-appointment bank accounts.
Management of post-appointment Administration trading bank
account.
Facilitated bank sweeps from pre-appointment bank accounts
to post-appointment bank account.
Statutory and
Administration
7.1 hours
$2,710 (ex GST)
Strategy and project
management
Prepared and maintained task lists and checklists.
Ongoing file management.
Insurance Corresponding with our insurance broker to ensure adequate
insurance cover is maintained.
Reviewed pre-appointment insurance policies and corresponded
with the Company’s previous brokers.
Declaration of
Independence,
Relevant Relationships
and Indemnities
Prepared Declaration of Independence, Relevant Relationships
and Indemnities (“DIRRI”).
McGrathNicol website Organised McGrathNicol website to display details of the
appointment.
Maintained updated information on the website for the benefit
of stakeholders.
Statutory notices Prepared and lodged all statutory notices with ASIC including
the Form 505 on appointment.
Advised other statutory authorities (e.g. the Australian Taxation
Office and the Office of State Revenue) of our appointment.
Report as to Affairs
(“RATA”)
Issued a letter to the directors requesting they complete a
RATA.
Liaised with the directors regarding the logistics of RATA
lodgements, including granting an extension for its provision.
Reviewed the RATAs once received.
Books and records Identifies location of relevant Company records.
Issued information request to management as required..
Records storage matters.
Taxation Prepared letters to the Australian Taxation Office for documents
in relation to accessing freedom of information.
Summary of remuneration incurred for the period 22 September 2016 to 18 November 2016 3.1.2
Reichdrill Australia Pty Ltd
Remuneration for the period 22 September 2016 to 18 November 2016
Rate
Employee Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Jamie Harris Partner 585 0.6 351 0.0 17 - - - - - - - - 0.6 368
Jason Ireland Partner 650 1.9 1,235 - - - - - - - - - - 1.9 1,235
Jason Preston Partner 650 1.4 923 0.4 228 - - - - 1.5 975 - - 3.3 2,126
Shaun Fraser Partner 650 4.2 2,737 - - 0.1 52 - - - - - - 4.3 2,789
Anne-Maree Keane Partner 585 8.8 5,154 - - - - - - - - - - 8.8 5,154
Darren Hopkins Director 1 536 - - - - - - - - - - 1.6 881 1.6 881
Hugh Monaghan Director 550 22.2 12,183 - - - - - - - - - - 22.2 12,183
Anthony Cocco Senior Manager 500 5.9 2,930 0.3 139 1.8 904 - - - - 0.6 279 8.5 4,251
Christopher Johnson Senior Manager 500 8.3 4,150 - - 1.0 505 - - - - - - 9.3 4,655
Heather Matheson Senior Manager 500 0.9 450 3.1 1,571 2.9 1,468 - - - - 0.1 71 7.1 3,561
Brendan Payne Manager 1 428 - - - - - - - - - - 1.1 474 1.1 474
Guy Gunasekera Manager 1 475 0.3 152 - - - - - - - - - - 0.3 152
Jessie Maguire Manager 475 - - 0.0 20 - - - - - - - - 0.0 20
Carlo Lucci Assistant Manager 430 22.8 9,817 - - 0.3 125 - - - - - - 23.1 9,942
Elin Gunstveit Assistant Manager 387 - - - - 0.2 77 - - - - 1.4 556 1.6 633
Grace Chessman Senior Accountant 375 0.7 263 1.2 445 1.8 666 - - - - 0.4 155 4.1 1,529
Johnathon Tawil Senior Accountant 375 - - - - 0.7 254 - - - - - - 0.7 254
Timothy Duncan Senior Accountant 375 - - 0.7 271 4.1 1,529 - - - - - - 4.8 1,799
Aleksandra Pejoska Accountant 275 - - 0.1 29 - - - - - - - - 0.1 29
Joshua Crick Accountant 275 - - 0.0 11 - - - - - - 0.1 20 0.1 31
Dira Benavides Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 1.4 224 1.4 224
Graciela Nolan Client Admin/Prac Serv-Level 4 160 - - - - - - - - - - 0.3 46 0.3 46
Rosemary Winser Client Admin/Prac Serv-Level 1 136 - - 0.1 13 - - - - - - 0.0 5 0.1 17
Total (excluding GST) 78.0 40,343 6.0 2,744 12.9 5,580 - - 1.5 975 7.1 2,710 105.4 52,352
GST 4,034 274 558 - 98 271 5,235
Total (including GST) 44,378 3,018 6,138 - 1,073 2,981 57,587
Average hourly rate 569 504 477 N/A 715 420 546
Trade on (including
leases and PPSR)
Statutory and
administration TotalAsset realisations
Creditors and
shareholders
439A report
preparation (including
investigations) Employees
Estimated Administrators’ remuneration from 19 November 2016 to the second meeting of 3.2
creditors (8 December 2016)
Description of work 3.2.1
Task area General description
Asset realisations
$4,096 (ex GST)
Interested parties Continuing the sale process.
Various meetings with interested parties, management
presentations, site visits, Q&A activity and negotiations with
bidders.
Negotiations around the form and structure of a DOCA
proposal with the preferred bidder.
Creditors and
shareholders
$4,096 (ex GST)
Unsecured creditors Responding to creditor enquiries via telephone and email.
Secured creditors Preparing written updates to the secured creditors.
Liaising with secured creditors in relation to DOCA proposal
and alternative strategies including Liquidation.
Second Meeting of
Creditors
Preparing meeting notices, proxies and advertisements.
Distributing the notice of meeting to all known creditors.
Preparing presentation slides and Chairperson notes.
Preparing meeting logistics.
Liaising with Link Market Services to review various documents
for the second meeting.
Reviewing and maintaining the proxy register.
Preparing the meeting file, including the agenda, certificate of
postage, attendance register, lists of creditors, report to
creditors and the advertisement of meeting.
Attendance at and chairing meetings.
Liaising with media regarding the second creditor meeting.
439A report
preparation
(including
investigations)
$2,408 (ex GST)
439A preparation Finalising the 439A report.
Preparing remuneration schedules to include in the 439A
report.
Statutory and
Administration
$3,414 (ex GST)
Strategy and project
management
Ongoing file management.
Books and records Cataloguing records to put in storage.
Cash management Reviewing cash balances and funding needs on a daily basis.
Summary of estimated Administrators’ remuneration for the period 19 November 2016 to the second creditors meeting (8 December 2016) 3.2.2
Reichdrill Pty Ltd
Remuneration for the period 19 November 2016 to the second creditors meeting
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 0.3 205 0.3 205 0.2 102 - - - - 0.3 171 1.1 683
Senior Manager 500 2.0 1,024 2.0 1,024 1.0 512 - - - - 1.7 853 6.8 3,414
Manager 475 1.7 819 1.7 819 0.9 410 - - - - 1.4 683 5.7 2,731
Senior Accountant 375 3.3 1,229 3.3 1,229 1.6 614 - - - - 2.7 1,024 10.9 4,096
Accountant 275 2.2 614 2.2 614 1.1 307 - - - - 1.9 512 7.4 2,048
Admin Staff 160 1.3 205 1.3 205 0.6 102 - - - - 1.1 171 4.3 683
Total (excluding GST) 10.9 4,096 10.9 4,096 5.4 2,048 - - - - 9.1 3,414 36.3 13,655
GST 1,365
Total (including GST) 15,020
Average hourly rate 377 377 377 - - 377 377
Statutory &
Administration TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3
Description of work 3.3.1
Task area General description
Asset realisations
$25,988 (ex GST)
Plant and equipment Pursuing any other sale options for remaining assets, including
engaging with interested parties from the initial VA sale
process.
Negotiating a sale of shares in Reichdrill Inc.
Statutory and
Administration
$2,888 (ex GST)
Document
maintenance/file
review/checklist
Undertaking Liquidation process.
Filing of documents.
Conducting file reviews.
Updating checklists.
ASIC Form 524 and
other forms
Preparing and lodging ASIC forms including 505, 524, 911 and
other ASIC forms.
Corresponding with ASIC regarding statutory forms.
Dealing with Directors
and their advisers
General liaison in relation to the liquidation including requests
for assistance/confirmation of background issues etc.
ATO & other
statutory reporting
Notifying of appointment.
Preparing Business Activity Statements.
Planning / review Attending internal discussions and planning in relation to the
liquidation.
Books and records /
storage
Cataloguing records to put in storage.
Summary of forecast remuneration for the Liquidation period from 9 December 2016 to 27 January 2016 3.3.2
Reichdrill Pty Ltd
Remuneration for the period 9 December 2016 to 27 January 2017
Rate
Position $/hr hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST) hrs $ (ex GST)
Partner 650 2.0 1,299 - - - - - - - - 0.2 144 2.2 1,444
Senior Manager 500 13.0 6,497 - - - - - - - - 1.4 722 14.4 7,219
Manager 475 10.9 5,198 - - - - - - - - 1.2 578 12.2 5,775
Senior Accountant 375 20.8 7,796 - - - - - - - - 2.3 866 23.1 8,663
Accountant 275 14.2 3,898 - - - - - - - - 1.6 433 15.8 4,331
Admin Staff 160 8.1 1,299 - - - - - - - - 0.9 144 9.0 1,444
Total (excluding GST) 69.0 25,988 - - - - - - - - 7.7 2,888 76.7 28,875
GST 2,888
Total (including GST) 31,763
Average hourly rate 377 - - - - 377 377
TotalAsset recoveries Creditors
439A report/
investigations Employees Trade on
Statutory &
Administration
Statement of Claim 4
The following resolutions are proposed for the Company:
Fee
Resolution Resolution
1 “That the remuneration of the Administrators of Reichdrill Australia Pty Ltd (Administrators Appointed)
ACN 162 841 287 for the period from 22 September 2016 to 18 November 2016 calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, in the amount of $52,352 (excluding GST), plus disbursements, is hereby approved for
payment.”
2 “That the remuneration of the Administrators of Reichdrill Australia Pty Ltd (Administrators Appointed)
ACN 162 841 287 for the period from 19 November 2016 to 8 December 2016, calculated on hours
spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to
creditors, to a capped amount of $13,655 (exclusive of GST), plus disbursements, is hereby approved
and can be drawn as required.”
3 In the event that Reichdrill Australia Pty Ltd (Administrators Appointed) ACN 162 841 287 is placed
into liquidation, and the current Administrators are appointed as the Liquidators:
“That the remuneration of the Liquidators of Reichdrill Australia Pty Ltd (In Liquidation) ACN 162 841
287 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates
detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a
capped amount of $28,875 (exclusive of GST), plus disbursements, is hereby approved and can be
drawn as required.”
Disbursements 5
There have been no disbursements incurred during the period 22 September 2016 to 18 November 2016, for which
McGrathNicol will be reimbursed.
Receipts and Payments 6
A summary if the receipts and payments for the period 22 September 2016 to 18 November 2016 are presented below.
Further details are available on request.
Reichdrill Australia Pty Ltd
Receipts and payments for the period 22 September 2016 to 18 November 2016
Account Value ($)
Receipts
Cash at bank on appointment -
Pre-appointment debtors -
Post-appointment debtors -
Advance from HDL 330
Other receipts -
Total receipts 330
Payments
Suppliers -
Employees -
Other payments (380)
Total payments (380)
Net receipts/payments (50)
Source: Company’s pre-appointment and Administrators’ bank accounts
Information Sheet 7
For further information concerning the calculation and/or approval of the Administrators remuneration, creditors can
access the following:
Information sheet 85: Approving fees – a guide for creditors at ASIC’s website www.asic.gov.au/insolvencyinfosheets
Creditor information sheet on approving Administrator’s remuneration at ARITA’s website www.arita.com.au and
Our “Remuneration Methods and Hourly Rates” detailing the method used to calculate our fees and disbursements is
attached to this report at Annexure F.
If you have any queries in relation to the above, please contact Grace Chessman on (02) 9248 9953.
Dated: 1 December 2016
Reichdrill Australia Pty Ltd (Administrators Appointed)
Shaun Fraser
Joint & Several Administrator
D14-161201-S439AReport-HM 55
ANNEXURE F: Schedule of Remuneration and Rates
1
Schedule of Remuneration Methods and Hourly Rates
Basis of remuneration 1
Remuneration methods 1.1
There are four basic methods that can be used to calculate the remuneration charged by an insolvency
practitioner. They are:
Time based/hourly rates
This is the most common method. The total fee charged is based on the hourly rate charged for each
person who carried out the work, multiplied by the number of hours spent by each person on each of the
tasks performed.
Fixed Fee
The total fee charged is normally quoted at the commencement of the administration and is the total cost
for the administration. Sometimes a practitioner will finalise an administration for a fixed fee.
Percentage
The total fee charged is based on a percentage of a particular variable, such as the gross proceeds of asset
realisations.
Contingency
The practitioners’ fee is structured to be contingent on a particular outcome being achieved.
Method Proposed 1.2
We propose that our remuneration will be calculated on a time basis. Details of the hourly rates for
different levels of staff are included below. The complexity and demands of the administration will
determine the staff to be utilised for this appointment.
We have chosen the time based method because:
This method is considered to be most suitable for this appointment as it ensures creditors are only charged
for work that is performed in the external administration, which can be difficult to accurately estimate at
the date of appointment.
Explanation of Hourly rates 2
The rates for our remuneration calculation are set out in the following table, together with a general guide
showing the qualifications and experience of staff engaged in the administration and the role they take in
the administration. The hourly rates charged encompass the total cost of providing professional services
and should not be compared to an hourly wage.
2
Title Guide to qualifications and role Hourly rate
(excl GST)
Appointee/
Partner
Registered liquidator, Chartered Accountant or equivalent and generally degree
qualified with more than twelve years of experience. Leads assignments with full
accountability for strategy and execution.
$650
Director 1 Generally, Chartered Accountant or comparable qualification and degree qualified
with more than ten years of experience, including four years of Director or
equivalent experience. Autonomously leads assignments reporting to
Appointee/Partner.
$595
Director Generally, Chartered Accountant or comparable relevant qualification and degree
qualified with more than nine years of experience. Autonomously leads
assignments reporting to Appointee/Partner.
$550
Senior Manager Generally, Chartered Accountant or comparable relevant qualification and degree
qualified with more than seven years of experience. Self-sufficiently conducts
small to medium assignments and leads major workstreams in larger matters.
$500
Manager Generally, Chartered Accountant or comparable relevant qualification and degree
qualified with more than five years of experience. Self-sufficiently conducts
smaller assignments and takes a supervisory role on workstreams in larger
matters.
$475
Assistant
Manager
Generally, Chartered Accountant or comparable relevant qualification and degree
qualified with more than three years of experience. Autonomously manages
workstream activity within assignments.
$430
Senior
Accountant 1
Generally, degree qualified and undertaking Chartered Accountant’s qualification
or comparable relevant qualification with more than two years of experience,
including one year of Senior Accountant or equivalent experience. Completes
multiple tasks within workstreams and assignments.
$395
Senior
Accountant
Generally, degree qualified and undertaking Chartered Accountant’s qualification
or comparable relevant qualification with more than 16 months of experience.
Completes tasks within workstreams and assignments under supervision.
$375
Accountant 1 Generally, degree qualified and undertaking Chartered Accountant’s qualification
or comparable relevant qualification with at least one year of Accountant or
equivalent experience. Assists with tasks within workstreams and assignments
under supervision.
$325
Accountant Generally, degree qualified and undertaking or about to undertake Chartered
Accountant’s qualification or comparable relevant qualification with less than one
year of experience. Assists with tasks within workstreams and assignments under
supervision.
$275
Undergraduate/
Cadet
Undertaking relevant degree. Assists with tasks within workstreams and
assignments under supervision. $190
Client
Administration
and Treasury
Appropriately experienced and undertakes support activities, including but not
limited to Client administration, Treasury and document management functions. $160
3
McGrathNicol reviews its hourly rates six monthly. The hourly rates quoted above remain in force until 31 December
2016 and McGrathNicol may increase fees for work continuing past that date. Creditors will be advised of any
change to the hourly rates for this administration.
Disbursements 3
There are three categories of disbursements which may be charged:
Externally provided professional services – these are on-charged at cost. An example of an
externally provided professional service disbursement is legal fees.
Externally provided non-professional costs – such as travel, accommodation, external printing
services and search fees – these are on-charged at cost.
Internal disbursements – such as photocopying, printing and postage. These disbursements are
generally charged at cost but may include, in the case of disbursements such as such as telephone
calls, photocopying and printing, both direct variable and fixed costs. For example the rate per
page for printing includes a reasonable and commercial allowance for paper, toner, depreciation,
power and maintenance).
Basis of Disbursement Claim 3.1
Internal Disbursements Rate (Excl GST)
Advertising At cost
Courier At cost
Printing- black and white $0.09 per page
Printing- Colour $0.28 per page
Postage At cost
Stationery and other incidental disbursements At cost
Staff per diem travel allowance* $89.00 per day
Staff vehicle use $0.63 per km
Telephony – mobile, fixed line and conference calls At cost
* Payable when partners or staff are required for business purposes to stay away from their usual place of
residence overnight.
D14-161201-S439AReport-HM 56
ANNEXURE G: Proof of Debt form
PROOF OF DEBT (POD) OR CLAIM FORM 535 CORPORATIONS ACT (SUB REGULATION 5.6.49(2))
A$ , , , .
I hereby authorise Link to send all communications electronically including notices, reports and any statements.
I am an employee of the indebted company I am a creditor
HD
XI POD
001
INDEBTED COMPANY DETAILS – REFER ATTACHED SCHEDULE OF COMPANIESA
Please insert the company number you have a claim against in this box (refer to attached schedule):
If you are a creditor of more than one Indebted Company, you must copy and provide a POD form for each company. The indebted amount must be completed.
Total indebted amount (this must be completed):
All forms returned to:Link Market Services Limited
PO Box 3184Rhodes NSW 2138
Facsimile: +61 2 9287 0309Client Code: HDXI
Email: [email protected] Queries: +61 1300 365 798
Pursuant to Regulation 5.6.11A of the Corporations Regulations 2001, creditors may elect to receive notices and documents prescribed by the Corporations Act 2001 by electronic means.
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Date
SIGN HERE (All Creditor(s) must sign)B
/ /
I am in the employment of the creditors and duly authorised in writing by the creditor to make this statement and it is within my knowledge that the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, still remains unpaid and unsatisfied.
I am the creditor’s agent duly authorised in writing to make this statement in writing and it is within my knowledge that the debt was incurred and for the consideration stated and that debt, to the best of my knowledge and belief, still remains unpaid and unsatisfied.
All material copyright © 2016 Link Market Services Limited
Email Address
Note: Supporting documentation for the above debt(s) must be included with this submission.
Note 1: If returning the forms by post, please always consider using the appropriate postage stamp on your reply/return envelope to ensure that the forms are received by Link in a timely manner.
Note 2: For further details about Link Group’s personal information handling practices, visit our website at www.linkmarketservices.com.au for a copy of the Link Group condensed privacy statement.
Creditors who have already lodged a proof of debt do not need to complete a new proof of debt unless an amendment is required.
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
LINK INSOLVENCY SOLUTIONS – PROOF OF DEBT (POD) OR CLAIM FORM
SCHEDULE OF COMPANIES
COMPANY NUMBER COMPANY NAME & ACN
1 Hughes Drilling Limited ACN 124 279 750
2 Australian Gas Drilling Pty Ltd ACN 139 242 890
3 EDMS Metals Pty Ltd ACN 146 399 760
4 Every Day Mine Services Operations Pty Ltd ACN 003 949 148
5 Express Hydraulics (Aust) Pty Ltd ACN 155 845 864
6 G.O.S. Drilling Pty Ltd ACN 068 520 794
7 HD JSW Pty Ltd ACN 165 895 072
8 Hughes Drilling 1 Pty Ltd ACN 011 007 702
9 Hughes Drilling 2 Pty Ltd ACN 146 399 902
10 Hughes Drilling Corporate Pty Ltd ACN 146 398 718
11 Hughes Equipment Hire Pty Ltd ACN 146 398 923
12 Hyd-Elec Australia Pty Ltd ACN 151 316 611
13 Reichdrill Australia Pty Ltd ACN 162 841 287
14 JSW Australia Pty Ltd ACN 125 989 791
D14-161201-S439AReport-HM 57
ANNEXURE H: Proxy form
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Hughes Drilling Ltd (Administrators Appointed) ACN 124 279 750 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $51,596 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Hughes Drilling Ltd (Administrators Appointed) ACN 124 279 750 for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $13,457 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that the proposed Deed of Company Arrangement is approved by the creditors, and the current Administrators are appointed as the Deed Administrators/ Trustees of the Creditors Trust: “That the remuneration of the Deed Administrators of Hughes Drilling Ltd (Administrators Appointed) ACN 124 279 750 / Trustees of the Creditors Trust for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $25,638 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
4 In the event that Hughes Drilling Ltd (Administrators Appointed) ACN 124 279 750 is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Hughes Drilling Ltd (In Liquidation) ACN 124 279 750 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $25,638 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
For Against Abstain
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1603N
VOTING DIRECTIONSSTEP 2
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Hughes Drilling Limited (ACN 124 279 750) and entitled to attend and vote hereby appoint:
*HDXI PRX1603N*
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the followingexample: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Australian Gas Drilling Pty Ltd (ACN 139 242 890) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $6,844 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Australian Gas Drilling Pty Ltd (ACN 139 242 890) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $1,785 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Australian Gas Drilling Pty Ltd (ACN 139 242 890) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Australian Gas Drilling Pty Ltd (ACN 139 242 890) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $2,133 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
For Against Abstain
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1604N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Australian Gas Drilling Pty Ltd (ACN 139 242 890) and entitled to attend and vote hereby appoint:
*HDXI PRX1604N*
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of EDMS Metals Pty Ltd (ACN 146 399 760) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $6,821 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of EDMS Metals Pty Ltd (ACN 146 399 760) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $1,779 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that EDMS Metals Pty Ltd (ACN 146 399 760) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of EDMS Metals Pty Ltd (ACN 146 399 760) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $2,131 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1605N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of EDMS Metals Pty Ltd (ACN 146 399 760) and entitled to attend and vote hereby appoint:
*HDXI PRX1605N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Every Day Mine Services Operations Pty Ltd (ACN 003 949 148) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $6,773 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Every Day Mine Services Operations Pty Ltd (ACN 003 949 148) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $1,767 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Every Day Mine Services Operations Pty Ltd (ACN 003 949 148) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Every Day Mine Services Operations Pty Ltd (ACN 003 949 148) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $2,127 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1606N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Every Day Mine Services Operations Pty Ltd (ACN 003 949 148) and entitled to attend and vote hereby appoint:
*HDXI PRX1606N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Express Hydraulics (Aust) Pty Ltd (ACN 155 845 864) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $228,319 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Express Hydraulics (Aust) Pty Ltd (ACN 155 845 864) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $59,551 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Express Hydraulics (Aust) Pty Ltd (ACN 155 845 864) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Express Hydraulics (Aust) Pty Ltd (ACN 155 845 864) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $50,000 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1607N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Express Hydraulics (Aust) Pty Ltd (ACN 155 845 864) and entitled to attend and vote hereby appoint:
*HDXI PRX1607N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of G.O.S. Drilling Pty Ltd (ACN 068 520 794) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $6,661 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of G.O.S. Drilling Pty Ltd (ACN 068 520 794) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $1,737 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that G.O.S. Drilling Pty Ltd (ACN 068 520 794) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of G.O.S. Drilling Pty Ltd (ACN 068 520 794) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $2,118 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1608N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of G.O.S. Drilling Pty Ltd (ACN 068 520 794) and entitled to attend and vote hereby appoint:
*HDXI PRX1608N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Hughes Drilling 1 Pty Ltd (Administrators Appointed) ACN 011 007 702 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $658,810 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Hughes Drilling 1 Pty Ltd (Administrators Appointed) ACN 011 007 702 for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $171,832 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that the proposed Deed of Company Arrangement is approved by the creditors, and the current Administrators are appointed as the Deed Administrators/ Trustees of the Creditors Trust: “That the remuneration of the Deed Administrators of Hughes Drilling 1 Pty Ltd (In Liquidation) ACN 011 007 702 / Trustees of the Creditors Trust for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $25,875 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
4 In the event that Hughes Drilling 1 Pty Ltd (Administrators Appointed) ACN 011 007 702 is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Hughes Drilling 1 Pty Ltd (In Liquidation) ACN 011 007 702 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $180,000 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
For Against Abstain
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1610N
VOTING DIRECTIONSSTEP 2
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Hughes Drilling 1 Pty Ltd (ACN 011 007 702) and entitled to attend and vote hereby appoint:
*HDXI PRX1610N*
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Hughes Drilling 2 Pty Ltd (ACN 146 399 902) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $28,502 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Hughes Drilling 2 Pty Ltd (ACN 146 399 902) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $7,434 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Hughes Drilling 2 Pty Ltd (ACN 146 399 902) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Hughes Drilling 2 Pty Ltd (ACN 146 399 902) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $9,050 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1611N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Hughes Drilling 2 Pty Ltd (ACN 146 399 902) and entitled to attend and vote hereby appoint:
*HDXI PRX1611N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Hughes Drilling Corporate Pty Ltd (ACN 146 398 718) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $50,098 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Hughes Drilling Corporate Pty Ltd (ACN 146 398 718) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $13,067 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Hughes Drilling Corporate Pty Ltd (ACN 146 398 718) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Hughes Drilling Corporate Pty Ltd (ACN 146 398 718) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $20,174 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1612N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Hughes Drilling Corporate Pty Ltd (ACN 146 398 718) and entitled to attend and vote hereby appoint:
*HDXI PRX1612N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of HD JSW Pty Ltd (ACN 165 895 072) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $6,314 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of HD JSW Pty Ltd (ACN 165 895 072) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $1,647 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that HD JSW Pty Ltd (ACN 165 895 072) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of HD JSW Pty Ltd (ACN 165 895 072) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $2,088 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1609N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of HD JSW Pty Ltd (ACN 165 895 072) and entitled to attend and vote hereby appoint:
*HDXI PRX1609N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Hyd-Elec Australia Pty Ltd (ACN 151 316 611) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $97,267 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Hyd-Elec Australia Pty Ltd (ACN 151 316 611) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $25,369 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Hyd-Elec Australia Pty Ltd (ACN 151 316 611) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Hyd-Elec Australia Pty Ltd (ACN 151 316 611) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $27,796 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1614N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Hyd-Elec Australia Pty Ltd (ACN 151 316 611) and entitled to attend and vote hereby appoint:
*HDXI PRX1614N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Hughes Equipment Hire Pty Ltd (ACN 146 398 923) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $94,216 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Hughes Equipment Hire Pty Ltd (ACN 146 398 923) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $24,574 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Hughes Equipment Hire Pty Ltd (ACN 146 398 923) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Hughes Equipment Hire Pty Ltd (ACN 146 398 923) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $26,119 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1613N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Hughes Equipment Hire Pty Ltd (ACN 146 398 923) and entitled to attend and vote hereby appoint:
*HDXI PRX1613N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of JSW Australia Pty Ltd (Administrators Appointed) ACN 125 989 791 for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $737,462 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of JSW Australia Pty Ltd (Administrators Appointed) ACN 125 989 791 for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $192,347 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that the proposed Deed of Company Arrangement is approved by the creditors, and the current Administrators are appointed as the Deed Administrators/ Trustees of the Creditors Trust: “That the remuneration of the Deed Administrators of JSW Australia Pty Ltd (In Liquidation) ACN 125 989 791/ Trustees of the Creditors Trust for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $25,875 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
4 In the event that JSW Australia Pty Ltd (Administrators Appointed) ACN 125 989 791 is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of JSW Australia Pty Ltd (In Liquidation) ACN 125 989 791 for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $180,000 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
For Against Abstain
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 11:00am (AWST) on Thursday 8 December 2016 at Cliftons Perth, Level 4, Parmelia House, 191 St Georges Terrace, Perth WA 6000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1616N
VOTING DIRECTIONSSTEP 2
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of JSW Australia Pty Ltd (ACN 125 989 791) and entitled to attend and vote hereby appoint:
*HDXI PRX1616N*
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
LINK INSOLVENCY SOLUTIONS – APPOINTMENT OF PROXY
All material copyright © 2016 Link Market Services Limited
CREDITOR DETAILS
Contact Telephone Number
HRN (if known)
Email Address
Full Name of Company or Individual
Registered Address
1 “That the remuneration of the Administrators of Reichdrill Australia Pty Ltd (ACN 162 841 287) for the period from 22 September 2016 to 18 November 2016 calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, in the amount of $52,352 (excluding GST), plus disbursements, is hereby approved for payment.”
2 “That the remuneration of the Administrators of Reichdrill Australia Pty Ltd (ACN 162 841 287) for the period from 19 November 2016 to 8 December 2016, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $13,655 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
3 In the event that Reichdrill Australia Pty Ltd (ACN 162 841 287) is placed into liquidation, and the current Administrators are appointed as the Liquidators: “That the remuneration of the Liquidators of Reichdrill Australia Pty Ltd (ACN 162 841 287) for the period from 9 December 2016 to 27 January 2017, calculated on hours spent at the rates detailed in the Schedule of Remuneration Methods and Hourly Rates provided to creditors, to a capped amount of $28,875 (exclusive of GST), plus disbursements, is hereby approved and can be drawn as required.”
Proxies will only be valid and accepted by the Company if they are signed and received no later than 2:00pm (AEDT) on Wednesday, 7 December 2016. Please read the voting instructions overleaf before marking any boxes with an X .
FORM 532 (CORPORATIONS ACT 2001) APPOINTMENT OF PROXY (REGULATION 5.6.29)
to vote on your behalf at the Meetings of Creditors of the Company to be held at 1:00pm (AEST) on Thursday, 8 December 2016 at Cliftons Brisbane, Level 24, 288 Edward Street, Brisbane QLD 4000 and at any adjournment or postponement of the meeting.
APPOINT A PROXYSTEP 1
This form should be signed by the creditor. If signed by the creditor’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
SIGNATURE OF CREDITORS – THIS MUST BE COMPLETED
Creditor 1 (Individual)/Agent 1 Creditor 2 (Individual)/Agent 2 Creditor 3 (Individual)/Agent 3
HDXI PRX1615N
STEP 3
the Chairman of the Meeting (mark box)
OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered creditor) you are appointing as your general/special proxy
All forms returned to: Link Market Services Limited
PO Box 3184 Rhodes NSW 2138
Facsimile: +61 2 9287 0309 Client Code: HDXI
Email: [email protected] Creditor Queries: +61 1300 365 798
I/We being a creditor(s) of Reichdrill Australia Pty Ltd (ACN 162 841 287) and entitled to attend and vote hereby appoint:
*HDXI PRX1615N*
For Against Abstain
Section 1:
Section 2 - Resolutions where creditors must give a special proxy (Refer to Votes on Items of Business – Proxy Appointment overleaf)
“If a creditor has nominated a proxy, it is taken that this is a general proxy for any resolutions proposed at the meeting, other than the ones detailed in section two, for which creditors must give specific voting instructions.”
VOTING DIRECTIONSSTEP 2
HOW TO COMPLETE THIS PROXY FORM
Appointment of a ProxyIf you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. A proxy need not be a creditor of the company. A proxy may be an individual or a body corporate.
Note: The proxy nomination will be deemed invalid if you do not complete this step.
Votes on Items of Business – Proxy AppointmentDirected VotesYou may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your entitlements will be voted in accordance with such a direction. If you mark more than one box on an item your vote on that item will be invalid.
General (open) VotesIf you do not mark any of the boxes on an item of business, your proxy may note as he or she chooses.
Note: For Section 2, if you do not mark any of the boxes on an item of business, your proxy vote will be considered as abstain.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either creditor may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.
Lodgement of a Proxy FormThis Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEDT) on Wednesday, 7 December 2016. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged:
by mail:Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed) C/- Link Market Services LimitedPO Box 3184Rhodes NSW 2138Australia
by email:
scan and email to [email protected]
by fax:
+61 2 9287 0309
by hand*:delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.Att: Hughes Drilling Limited and Australian Subsidiaries (Administrators Appointed)
* During business hours (Monday to Friday, 9:00am–5:00pm)
If you would like to attend and vote at the Meeting of Creditors, please bring this form with you. This will assist in registering your attendance.
Notes1. If the creditor is a sole trader, sign in accordance with the following example: “A.B., proprietor”.2. If the creditor is a partnership, sign in accordance with the following example: “A.B., a partner of the said firm”.3. If the creditor is a company, then the form of proxy must be under its Common Seal or under the hand of some officer duly
authorised in that capacity, and the fact that the officer is so authorised must be stated in accordance with the following example: “for the company, A.B.” (duly authorised under the Seal of the Company).
D14-161201-S439AReport-HM 58
ANNEXURE I: ASIC “Insolvency information for directors, employees,
creditors and shareholders”
Important note: The information sheets contain a summary of basic information on the topic. It is not
Insolvency information for directors, employees, creditors and shareholders ASIC has 11 insolvency information sheets to assist you if you’re affected by a company’s insolvency and have little or no knowledge of what’s involved.
These plain language information sheets give directors, employees, creditors and shareholders a basic understanding of the three most common company insolvency procedures—liquidation, voluntary administration and receivership. There is an information sheet on the independence of external administrators and one that explains the process for approving the fees of external administrators. A glossary of commonly used insolvency terms is also provided.
The Insolvency Practitioners Association (IPA), the leading professional organisation in Australia for insolvency practitioners, endorses these publications and encourages its members to make their availability known to affected people.
List of information sheets • INFO 41 Insolvency: a glossary of terms • INFO 74 Voluntary administration: a guide for creditors • INFO 75 Voluntary administration: a guide for employees • INFO 45 Liquidation: a guide for creditors • INFO 46 Liquidation: a guide for employees • INFO 54 Receivership: a guide for creditors • INFO 55 Receivership: a guide for employees • INFO 43 Insolvency: a guide for shareholders • INFO 42 Insolvency: a guide for directors • INFO 84 Independence of external administrators: a guide for creditors • INFO 85 Approving fees: a guide for creditors
Getting copies of the information sheets To get copies of the information sheets, visit ASIC’s website at www.asic.gov.au/insolvencyinfosheets. The information sheets are also available from the IPA website at www.ipaa.com.au. The IPA website also contains the IPA’s Code of Professional Practice for Insolvency Professionals, which applies to IPA members.
a substitute for legal advice. Some provisions of the law referred to may have important exceptions or qualifications. These documents may not contain all of the information about the law or the exceptions and qualifications that are relevant to your circumstances. You will need a qualified professional adviser to take into account your particular circumstances and to tell you how the law applies to you.
© Australian Securities & Investments Commission, December 2008 Page 1 of 1