Another letter to ASIC:-Mr Peter Witham
Acting Senior Executive Leader
Misconduct and Breach Reporting
ASIC, Brisbane.
Report of Misconduct
CAS - 150437 - J4F7C3 (Registration Date yet to be provided).
The essence of my Report of Misconduct concerns MARKET MANIPULATION of the Genex Power Ltd share price.
On the board of Genex Power Lid board is an employee of J - Power, (Electric Power Development Co,. Ltd), (Mr Kenechi Seshimo). The Genex board, (including Mr Seshimo), did not comply with continuous disclosure requirements over a crucial period leading up to the takeover “bid” from J - Power.
The Genex board failed to disclose financial information about the likely impact of the commissioning of the Kidston Storage Pumped Hydro, (K2H), project on Genex Power Ltd. My contention is that a consequence of the failure to disclose this and other information, (the Boulderscome Battery), was that the VWAP used by the bidder to justify the offer price of 27.5 cents was significantly less than the fair and reasonable value of Genex Power Ltd shares.
The conflicts of interest within the board and the failure to disclose pivotal informationI gave rise to my Report of Misconduct and my argument that the takeover proposal warranted the involvement of the Takeovers Panel.
The crucial withholding of information from the market in general and Genex shareholders in particular centres around the $610 taxpayer funded concessional loan from the Northern Australia Infrastructure Facility, (NAIF). I have, for obvious reasons, described this loan as the “SECRET” loan.
Given the responsibilities of the Minister for Northern Australia and the Minister for Finance for the Northern Australia Infrastructure Facility Act 2016 I have informed them of my Report of Misconduct AND pointed out to them and Departmental Officers that the Report of Misconduct arose from the compromised Genex Power Ltd board not providing climacteric financial information, vital components of which would require revealing details of the “SECRET” loan.
In raising the above with the ministers I have caused the question of the future ownership of the “SECRET” concessional loan from NAIF, should the takeover succeed. Despite it being nearly three months since the takeover was first raised in an ASX Announcement, dated 4 March 2022, NAIF’s Chief Legal Officer is unable to clarify the Facility’s legal and policy position with respect to the “SECRET” loan.
Given the handling by NAIF of the Kidston/Skip Capital Consortium takeover “bid” in 2022 you can appreciate my concerns about the ongoing lack of transparency about the “SECRET” loan?.
You still have not provided the date on which my Report of Misconduct, (CAS - 150437 - J4F7C3), was registered. No reference date yet ASIC has provided the parties to the Transaction Implementation Deed, (TID), with an extension of time?
I am of course well aware of the ASIC tactic of saying “we will not contact you unless” but the takeover has caused very serious issues to be raised with ASIC, NAIF and Ministers King and Gallagher, whose duties include responsibility for the Northern Australia Infrastructure Facility Act 2016.
Is it ASIC’s intention to turn the proverbial “blind eye” to the multitude of issues raised by the opportunistic takeover offer from J - Power for Genex Power Ltd? Some issues directly concern ASIC, others involve NAIF and the two responsible Ministers and some involve all three aforementioned parties.
I have copied this email to Mr Allan Bulman, (Chief Executive of the Takeovers Panel), Mr Chris Collins, (Chief Legal Officer with NAIF), Ms Casey Greentree, (Assistant Secretary, Office of Northern Australia) and Ms Louise Sasaki, (Louise Sasaki Assistant Secretary, Infrastructure, Communications and Agriculture, Department of Finance).
I have also posted it to HotCopper.
Yours sincerely
HLP
28 May 2024
