The following items were pointed out by a reader regarding the recent court decision to lift the confidentiality order on the related party transactions between Perpetual Asset Management and Torchlight Fund LP (1).
a. On page 5-6 (section 4) George Kerr disclosed he was an interested director due to the fact that he is an investor in Torchlight and could therefore not participate in the board decision. However, it APPEARS that Bryan Mogridge failed to disclosed his 0.166% in Torchlight Fund LP (1) and declare himself as interested and should NOT have participated in the board decision (24.2 (ii) of Target Company Statement)
b. Furthermore, Henley Downs Village Investment Ltd and Real Estate Southern Holdings Ltd were offered up as security for a loan to Torchlight LP (1) and the court documents seem to indicate that Henley and Southern are owned by Torchlight LP (1), which is contrary to Companies Office filings 1 and 2, which show Torchlight GP (1) as the owner. This is not necessarily a problem, but needs highlighting.
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