If anyone has been wondering what options are open to ASIC regarding PPN's failure to hold an AGM in 2011 [Sect 250P Corporations Act 2001], the answers are in ASIC's Regulatory Guide 44 - "Annual General Meeting - Extension of Time" which you can find on the following link:
ASIC cannot grant an extension if the application Form 2501 is lodged after the date by which the AGM should have been held. The ASIC application Form 2501 warns companies that they should not proceed on the assumption that the extension applied for will be automatically granted.
ASIC Regulation 44.14 says that ASIC is guided by the judgment of Bowen CJ in: Re Gem Explorations and Minerals Ltd [1975] 2 NSWLR 584.
" .........In refusing to grant an extension of time, his Honour held that the obligation to hold an AGM formed "an important safeguard for shareholders, investors and creditors of companies" which "should be relaxed only for good cause shown".
"....... This decision was reached after his Honour considered and rejected the following arguments in support of the application:
(a) the company’s records were up to date;
(b) the company had engaged a reputable firm of chartered accountants to act as its auditors;
(c) the relationship between the company and other companies in the group was complex because of cross-shareholdings and intercompany debts;
(d) the company (an exploration company) faced valuation problems each year; and
(e) the company’s shareholders would not be prejudiced by a two-months delay in the holding of the AGM......."
My summary: 1. PPN was required to lodge ASIC Form 2501 before the date by which the 2011 AGM should have been held.
2. ASIC, upon consideration of the application form could decide to either grant or refuse an extension to hold AGM. In either case, ASIC would have given PPN a decision in writing.
3. ASIC may or may NOT have granted PPN an extension to hold 2011 AGM.
4. PPN's minority shareholders remain in the dark without final accounts for 2010/11 or an explanation as to what the new auditor has found.
PPN Price at posting:
25.0¢ Sentiment: None Disclosure: Held
