Ann: Appointment of Administrators, page-2

Let’s understand this for a moment…

The purpose of receivership

A company goes into receivership when an independent registered liquidator (the receiver) is appointed by a secured creditor, or in special circumstances by the court, to take control of some or all the company’s assets. Court receiverships and controllerships are not covered in this information sheet.

The secured creditor can appoint a receiver because they hold a security interest that allows them to appoint a receiver. The security interest may comprise:

• a non-circulating security interest(e.g. a security interest in land, plant and equipment)
• a circulating security interest in assets that are used and disposed of in the course of normal trading operations (e.g. a security interest in debtors, cash and stock).

The powers of the receiver are set out in the security agreement, appointment documentation and the Corporations Act 2001 (Corporations Act).

Under the terms of their appointment, if a receiver has the power to manage the company’s affairs, they are known as a receiver and manager or a managing controller.

It is possible for a company in receivership to also be in provisional liquidation, liquidation, voluntary administration or subject to a deed of company arrangement: see Information Sheet 46 Liquidation: A guide for employees (INFO 46) and Information Sheet 75 Voluntary administration: A guide for employees (INFO 75).

The receiver’s role

Generally, the receiver’s role is to:

• collect and sell enough of the secured assets to repay the debt owed to the secured creditor (this may include selling assets or the company’s business)
• pay out the money collected in the order required by the Corporations Act
• report possible offences or other irregular matters they come across to ASIC.

The receiver’s main duty is to the secured creditor that appointed them. The duty owed to unsecured creditors is an obligation to take reasonable care to sell the secured assets for not less than its market value or, if there is no market value, the best price reasonably obtainable. A receiver also has the same general duties as a company director.

The receiver has no obligation to report to unsecured creditors, including employees, about the receivership.
https://asic.gov.au/regulatory-resources/insolvency/insolvency-for-employees/receivership-a-guide-for-employees/

I have some real concerns around the independence of Bryan Hughes during our administration from the time Paul Peros handed it in, to the time Bryan Hughes handed it back to John Forrester, Tim Slate and David Wheeler. And now Bryan Hughes assumes a role as the receiver and manager under a new company since our administration Bryan has left Pitcher Partners the company he founded.

I’m not sure if a lot of shareholders are aware that Jason Peterson controls Celtic Capital Pty Ltd. We all know that Jason worked closely with the former OBJ executives and then Wellfully executives and frequented our TOP 20 whilst advising on impending credit raisings etc.

So it’s important to understand now that Bryan Hughes is acting as the Receiver and Manager over the companies IP and assets. He is also acting only in the interests of driving enough value over the IP to cover the secured creditor, Celtic Capital Pty Ltd. So if Bryan Hughes sells off International Scientific Pty Ltd which is not in administration for $500k, to say a previous board friendly owned group to rebirth the companies affairs we get nothing knowing that this was all done openly and under the regulators knowledge. Bryan Hughes has no obligation to find the true value from how I understand his current position and it’s important to say here that this is just my understanding of the Asic details around Receiverships and Independence, and everyone should do their own due diligence and research in this matter.So basically in my opinion, this is now a question of whether Bryan Hughes was able to act fairly during the administrative period to shareholders, considering his position today in the company affairs. In the previous ASIC reports, questions around independence were raised. Once again I would hope ASIC is watching this case closely and ready to call it out if anything is not legal. See below for ASIC link around Receiverships.
https://asic.gov.au/regulatory-resources/insolvency/insolvency-for-employees/receivership-a-guide-for-employees/

And here around independence:
https://asic.gov.au/regulatory-resources/insolvency/insolvency-for-creditors/independence-of-external-administrators-a-guide-for-creditors/

Swisswelll LLC is still operating out of Baltimore with Reduit products in the US displaying the address and Swisswelll LLC details. See images of a Reduit Boost. The Administration has done little outside of our borders here in Australia, Wellfully Ireland is an interesting one too, with little information on this part of the company.

Wellfully SA and Reduit are still operating with products available in various market places seen online.

Braun is selling in one of its skin attachments including our IP in China and Japan. P&G would surely pay enough money for our tech to own it. And quite possibly look after more of the shareholder based interests at the same time. They clearly still like the added value our tech brought to them. The administrators handled further stock to be shipped as well. Investors can check the Braun websites in China and Japan for current marketing. Here is an image anyway.
https://www.braun.jp/ja-jp/male-grooming/shavers-for-men/series-9-pro-procare-head