ASIC has started proceedings in the Federal Court against former managing director of Murray Goulburn Co-operative Gary Helou, and former CFO Bradley Hingle.
The action alleges a failure to disclose to the Australian Securities Exchange (ASX) market sensitive information in a timely manner.
The proceedings relate to announcements released by MGRE to the ASX on February 29 , 2016 forecasting:
- an Available Weighted Average Southern Milk Region Farmgate Milk Price (FMP) for the financial year ending 30 June 2016 of $5.60 per kgms; and
- a full year net profit after tax (NPAT) for the financial year ending 30 June 2016 of approximately $63 million (February Earnings Guidance).
ASIC alleges that Mr Helou and Mr Hingle:
- were involved in the breaches by MG and MGRE of their continuous disclosure obligations in the Corporations Act; and
- breached their duties as directors and officers to act with reasonable care and diligence by:
- failing to adequately monitor the financial position and performance of MG and MGRE against the February Earnings Guidance;
- failing to inform the Board before 26 April 2016 of information which indicated the February Earnings Guidance was unlikely to be achieved;
- causing or otherwise permitting MG and MGRE to make misleading statements in the February Announcement; and
- causing or otherwise permitting MG and MGRE to breach their continuous disclosure obligations.
Further ASIC alleges that Mr Helou engaged in misleading or deceptive conduct by approving the February Announcement.
ASIC is seeking:
- declarations that Mr Helou contravened sections of the Corporations Act;
- declarations that Mr Hingle contravened sections of the Corporations Act.
- that Mr Helou and Mr Hingle each be disqualified from managing a corporation for such period as the Court deems appropriate.
The matter has been set down for a Case Management Hearing at 9.30am on August 2.
In 2017, the Federal Court of Australia ordered Murray Goulburn, as trustee and responsible entity for the MG Unit Trust to pay a pecuniary penalty of $650,000 for contravening its continuous disclosure obligations.
The court found that MGRE contravened section 674(2) of the Corporations Act on and from 22 March 2016, continuing until 27 April 2016 by failing to notify the ASX that circumstances had arisen a consequence of which was that, Murray Goulburn Co-operative Co. Limited (MG) was unlikely to achieve the forecasts given by MG and MGRE in the February Announcement.