Wellington Capital PIF/Octaviar (MFS) PIF

[Duped]

And there it is. A bid just went up for 200,000 at 6c. Shall be interesting when that old bid at 8c is completely filled. I wonder how the 119 new names on the register (that MAY not have been individually notified) feel about the share price dropping to 6c since about the time of Dowsett's decision? I wonder how they would feel now about the substantial injustice that they MAY have been dealt. Tough position Dowsett was put in.

 

[ASICK]

Eh? What's the management fee got to do with my last post. I'm talking about the termination fee. See Clause 23.3 of the PIF constitution. "2% of the gross value of the scheme (as determined in the most recent audited accounts)"

In case anyone needs help with the Rithmetic: 2% of $255.5M is $5.11M in that cash bag. (Or 2% of $253.3 if WC is jennerous to unitholders and only takes a cut of the NET assets.)

Note: "gross value". I.e. not Net Value. So what's stopping WC loading up the fund with $50M debt to justifying dropping another $million into that cash bag. WC has already recently said it wants 10s of $millions to prepare assets for sale hasn't it? If the capital raising fails then WC has an excuse for borrowing doesn't it?

So all our discussion about order of the motions? Is that moot now?

(If WC could only just PDF all their docs so I could cut and paste I'd drop the full text of the clause in here. You want me to transcribe the whole thing?)

BTW WC: don't you think you should update your webpages to show the correct number of units on issue. This one still lists it as 755,032,768 http://www.wellcap.com.au/index.php?option=com_content&view=article&id=7&Itemid=8

I am acutely aware of the distinction between management fees and a termination fee, as I'm sure you are.

I added comment on the managment fee payable when a certain amount is repaid to investors, which was additional to the comment on the termination fee in the following context, that there would be no need for the manager to draw funds for the termination fee (since WC would remain the manager), BUT, there is nothing stopping monies being paid to investors, and then WC drawing management fees (which would come from asset sales regardless of such sales being fire sales) because such fees would be due and payable ... if this happens, then WC would pick up its' mangement fees, and then what happens? does the game go on to oust WC and risk WC taking $5m on top of the management fees? (if the management fees were drawn).

Investors might feel it's okay for the manager to pick up the $5m as a 'good bye' fee, but add a similar amount in management fees, and the 'good bye' starts to take on a whole different impost, a rather significant one.

 

[selciper]

I see today that a couple of Australian big players are going to jail, but certainly not for 150 years!

http://www.theaustralian.com.au/new...apsed-owing-630m/story-e6frg6nf-1226102589309

 

[JohnH]

I see today that a couple of Australian big players are going to jail, but certainly not for 150 years!

http://www.theaustralian.com.au/new...apsed-owing-630m/story-e6frg6nf-1226102589309

Yep............ maximum of 18 month in total for the two! That's well over a Million dollars a day for what was lost!!

 

[Duped]

Investors might feel it's okay for the manager to pick up the $5m as a 'good bye' fee, but add a similar amount in management fees, and the 'good bye' starts to take on a whole different impost, a rather significant one.

Which would make the order of the motions even more important. Which is why I responded to your comment (see below) in the first place

To Simgrund - actually I thought your comments quite inane and not worthy of reply, however, I will refer to the post in that I thought too much effort was made in taking control of the meeting. Strange isn't it? but if J.H. had the chair, you guys would have had the quorum (setting aside the defect in the Notice).

 

[ASICK]

Which would make the order of the motions even more important. Which is why I responded to your comment (see below) in the first place

With respect, I spoke to the gap (in time, be it short or long) now created by the failure of the meeting, which would not have been an issue had the meeting been proceeded with and was resolved in your side's favour. Now there is time for the manager to make a payment to investors in order to be entitled to draw a management fee, which fee I understand to be substantial. This is ADDITIONAL to any termination fee and as has happened, the manager did not make the payment before the meeting and would not have been entitled to management fees prior to the meeting.

I'll repeat: I don't believe the order of the proposals matters because it is my view that two meetings would have necessary to avoid the $5m payment to the manager in the event it was ousted. I'm of the belief that the original proposals were not adequate to protect against the payment of the termination fee if WC was ousted. Your side thought otherwise, but in any event, the matter was not tested.

I'm sure the intention was to frame the proposals in such a way as to avoid the termination payment in the event 75% (plus 1 unit) supported the constitutional amendments, but even if successful at the meeting, and regardless of the order of the proposals, I don't believe WC would have accepted the outcome, and the matter would have ended up in court anyway.

It is simply my view that, in order to avoid the entrenched clauses, the whole process should have taken two steps - (1) a meeting to effect constitutional amendments to repeal all offensive clauses, and (2) another meeting to oust the manager. There would have to be a reasonable time period between the two meetings.

Whether you agree or not, I merely present an alternative perspective.

 

[Duped]

I'll repeat: I don't believe the order of the proposals matters because it is my view that two meetings would have necessary to avoid the $5m payment to the manager in the event its' ousted. I'm of the belief that the original proposals were not adequate to protect against the payment of the termination fee if WC was ousted. Your side thought otherwise, but in any event, the matter was not tested.

But as you say. You're not a lawyer. Whereas according to another poster here, PIFAG/CasCap had advice from a QC. So this conversation comes to an end. Or are you a lawyer?

 

[ASICK]

But as you say. You're not a lawyer. Whereas according to another poster here, PIFAG/CasCap had advice from a QC. So this conversation comes to an end. Or are you a lawyer?

As I understand it, the QC's opinion related to whether the consitutional amendments relating to a quorum where consistent with the Corporations Act. However the judge didn't agree with the QC, an outcome which is not uncommon. The law doesn't follow the opinions of any QC (Senior Counsel) but rather the decisions of judges.

Both sides of every case get professional advice, but only one side ever wins.

No, I am not a lawyer.

 

[Duped]

As I understand it, the QC's opinion related to whether the consitutional amendments relating to a quorum where consistent with the Corporations Act. However the judge didn't agree with the QC, an outcome which is not uncommon. The law doesn't follow the opinions of any QC (Senior Counsel) but rather the decisions of judges.

Both sides of every case get professional advice, but only one side ever wins.

No, I am not a lawyer.

And Justice Gordon didn't agree with Hutson about the amendment to the PIF constitution. And JJ Holmes, Muir, White, Gummow, Hayne, Kiefel, Bell and CJ French didn't agree with J McMurdo. And you're not a lawyer. Let alone a judge. Right? So then why are you here writing reams slamming PIFAG/CasCap's performance about untested law. They shouldn't have used a "dated" register. Granted. The rest, as you say, is moot.

Re your two stage proposal. And what's stopping WC from immediately calling an EM to reinstate the termination fee before the 2nd meeting can be held? Wack it into a bundle of motions and apply the WC marketing machine to dopes like me who thought investing in something like PIF was a good idea in the first place and presto. It's crazy to think that the Corporations Act can allow for a clause to be added to the constitution with a lower quorum requirement than a quorum requirement to have the same clause removed. Seriously? Do you think that's fair?

 

[ASICK]

[Duped]

"Re your two stage proposal. And what's stopping WC from immediately calling an EM to reinstate the termination fee before the 2nd meeting can be held? Wack it into a bundle of motions and apply the WC marketing machine to dopes like me who thought investing in something like PIF was a good idea in the first place and presto."

There is nothing to stop the manager calling a meeting, but why would the manager need to do that? As you say, the "WC marketing machine" could be mobilized in any event: something that would be expected.

"It's crazy to think that the Corporations Act can allow for a clause to be added to the constitution with a lower quorum requirement than a quorum requirement to have the same clause removed. Seriously? Do you think that's fair?"

Fair? what's fair got to do with it? I've never read your fund's constitution, but the clause you speak to would either (1) have been present by the birth of the fund, or (2) have inserted as a new or amended clause.

So, either members knew (or ought to have known) about it when they invested, or alternatively, the clause was inserted as a new clause or an amendment by way of a meeting of members.

If members knew when they invested, then why did they invest?

If members thought the clause oppressive when proposed as a new clause or amendment, then why did 75% plus 1 unit support it?

This is called the 'devil in the detail', but investors don't want to know about detail, and then when the 'devil' pops up, then and only then do they take the time to complain about the detail: it's a case of putting the cart before the horse, and it's altogether too bl**dy late.

 

[Jadel]

As I understand it, the QC's opinion related to whether the consitutional amendments relating to a quorum where consistent with the Corporations Act. However the judge didn't agree with the QC, an outcome which is not uncommon. The law doesn't follow the opinions of any QC (Senior Counsel) but rather the decisions of judges.

Both sides of every case get professional advice, but only one side ever wins.

No, I am not a lawyer.

Many moons ago, the QC in a large court action I was involved with informed me the that the legal fraternity was a select club and the outcome would be determined on that basis , regardless of any legal technicalities

Can we leave this debate on that note

 

[JohnH]

Many moons ago, the QC in a large court action I was involved with informed me the that the legal fraternity was a select club and the outcome would be determined on that basis , regardless of any legal technicalities

Can we leave this debate on that note

Totally, totally agree Jadel. Can we not put all this rhetoric and expertise to looking forward, rather than crying over spilt milk? ....... John H

 

[Harald]

[Duped]

"Re your two stage proposal. And what's stopping WC from immediately calling an EM to reinstate the termination fee before the 2nd meeting can be held? Wack it into a bundle of motions and apply the WC marketing machine to dopes like me who thought investing in something like PIF was a good idea in the first place and presto."

There is nothing to stop the manager calling a meeting, but why would the manager need to do that? As you say, the "WC marketing machine" could be mobilized in any event: something that would be expected.

"It's crazy to think that the Corporations Act can allow for a clause to be added to the constitution with a lower quorum requirement than a quorum requirement to have the same clause removed. Seriously? Do you think that's fair?"

Fair? what's fair got to do with it? I've never read your fund's constitution, but the clause you speak to would either (1) have been present by the birth of the fund, or (2) have inserted as a new or amended clause.

So, either members knew (or ought to have known) about it when they invested, or alternatively, the clause was inserted as a new clause or an amendment by way of a meeting of members.

If members knew when they invested, then why did they invest?

If members thought the clause oppressive when proposed as a new clause or amendment, then why did 75% plus 1 unit support it?

This is called the 'devil in the detail', but investors don't want to know about detail, and then when the 'devil' pops up, then and only then do they take the time to complain about the detail: it's a case of putting the cart before the horse, and it's altogether too bl**dy late.

Please stop it Asick. You make me throwing up. Most of us have invested in this fund
because of financial advisors. As I understand You are one of those. My financial
advisor first advised us to invest in MFS and than advised us to vote for JH. We followed his advise and now know how bad this dicision was.

We couldn't know that there is a difference even in the High Courts in Australia.
Most probably we would have got justice in an NSW or Victoria High Court but
didn't get it in Brisbane. But off course You know everything and reminds us
investors how stupid we are.

 

[ASICK]

Please stop it Asick. You make me throwing up. Most of us have invested in this fund
because of financial advisors. As I understand You are one of those. My financial
advisor first advised us to invest in MFS and than advised us to vote for JH. We followed his advise and now know how bad this dicision was.

We couldn't know that there is a difference even in the High Courts in Australia.
Most probably we would have got justice in an NSW or Victoria High Court but
didn't get it in Brisbane. But off course You know everything and reminds us
investors how stupid we are.

For you Harald, I will. I, like you, lost money throught my lack of knowledge about managed funds, but I've taken the view to learn where I went wrong and try to guard against it happening again. I want to know the detail, because I fear the 'devil' that's always there. If you wish to ignore the detail and wait for the "devil" to appear, then there's no help I'm able to offer.

 

[Harald]

For you Harald, I will. I, like you, lost money throught my lack of knowledge about managed funds, but I've taken the view to learn where I went wrong and try to guard against it happening again. I want to know the detail, because I fear the 'devil' that's always there. If you wish to ignore the detail and wait for the "devil" to appear, then there's no help I'm able to offer.

I don't wish to ignore details nor I'm waiting for the devil. This devil got already her
fingers on our fund. I only have the feeling that You want to destabilise the trust
that has grown between CasCap and us investors. Is it this that You want??

 

[seamisty]

Absolutely no mention anywhere in the 12 pages of the last PIF update issued by Wellington Capital and paid for by us, of the 'rent a crowd' at the EGM? Considering it was covered extensively in the media and mentioned in court transcripts I find this odd. Especially since Ms Hutson professed to have not having prior knowledge of this deceptive charade. Was no mention made because if at some future point in time after the whole incident is fully investigated by ASIC and it is found that WC did in fact have prior knowledge of the event and all those extra entries on Armstrongs data base were not end of year top ups from funds etc but in fact the exact name match of the approx 200 'extras' who were hired on the 23rd June and had not signed any paperwork on the 21st June when they were in fact registered( don't cancel any imminent travel plans etc waiting for an outcome!) Also if I have to contribute to printing and mailing costs of material that contains statements such as "Deliberately misleading, ambiguous, unfounded and inflammatory statements have been made' I want to know what this specifically relates to? Be more specific or don't waste any more of my money.
No comment from the one lonely remaining IAC member?
Seamisty

 

[selciper]

I would have thought that ASIC would first check with the Actors Agency concerned to see who initially made contact with them and who footed the bill for 200 stand-ins. There has to be an abundance of clues that have been left behind. This must be a considerable worry for someone.

 

[simgrund]

So now we know who you are ASICK.
The following are few examples from your participation on Equititrust thread.
Same dreary finger poking with "...you guys, sitting ducks, sinking feeling"
and other degrading, humiliating diatribe.
And that's from someone who is not a member of that thread's fraternity.
Just as you are not a member of PIF fraternity.
If you were, acquisition of Empathy would transform you.
Not much excitement happening on Equi thread; being squeezed between Kostag and No Trust who hardly paid any attention to your unsolicited insights.
So you hopped onto PIF train with more bells and whistles.
You are a vagabond, a drifter seeking to worm yourself into circles of people who have genuine desires to interchange information to sustain their senses of optimism, hope, dignity and determination.
We, these people, do not want to be degraded by the likes of you by being told how inferior our "technical understandings" are.
We don't want your acidic dripping distracting us from exchanges of support and compassion on this thread.
You should write down all your technicalities into a book and submit it for publishing. Good luck there.
No point to bait the good folk here hoping a legal action may come your way for perceived defamation.
Ha, more good luck to you there.

[[["13th-June-2011 07:14 PM #746 ASICKJoin DateFeb 2011Posts191 Re: Equititrust? Just another great example of how interest is accrued and then capitalized and of how the fund and its paper profits grew as a hollow facade, only to crash a year or two into the future.
By your manager's own admission, the fund had about $30m in impairments paid from another 'pocket' without the knowledge of the owners of the fund advancing the loans - it's just extraordinary that ASIC pays not attention to such a goings-on.
You guys were just sitting ducks - just like the members of the badly damaged funds which preceded you.
15th-June-2011 06:40 AM #752 ASICKJoin DateFeb 2011Posts191 Re: Equititrust? Did anyone make a complaint to ASIC about Equititrust Limited proping up impaired loans and not disclosing this action to investors? Why weren't the auditors aware of the acts? If the auditors were aware of it, why didn't they advise invesotrs? Could you imagine if you'd been aware of that a year or two ago?
Isn't the auditor KPMG? a well known co/defendent in so many claims by members of damaged managed funds.
The auditors are there to protect investors.
16th-June-2011 08:24 AM ASICKJoin DateFeb 2011Posts191Re:Equititrust?
'Deckchairs Ahoy!'
I recall speaking about a 'sinking feeling' - do you guys have that feeling yet?
When the ships sink, don't they sink fast?
The real problem is that the capitain/s rarely go down with the ship/s.
17th-June-2011 12:17 PM #768 ASICKJoin DateFeb 2011Posts191Re: Equititrust?
If Equititrust Limited isn't permitted to make money from running the fund, then don't you guys think it's the end of Equititrust as manager? - if it doesn't have the requisite liquidity in the company, ASIC will stip the company of its AFSL.
Is your fund in its death throes?
17th-June-2011 07:23 PM #770 ASICKJoin DateFeb 2011Posts191Re: Equititrust?
"No Trust", first cab off the rank should be a complaint to ASIC about the manager's unilateral constitutional amendment.
Secondly, your solicitor should obtain the registry from the fund manager and write to all investors - no point trying to contact investors via this forum.
23rd-June-2011 07:34 PM #793 ASICKJoin DateFeb 2011Posts192 Re: Equititrust?
"... EIF will record an accounting loss and a tax loss for the year ended 30 June 2011. Accordingly, as EIF has no income to distribute, the ordinary monthly payments received by investors in the period 2 July 2010 to 29 March 2011 are all partial repayments of capital and, therefore, are not income and will not need to be included in the assessable income in an investor’s tax return for the current year. ..."
Drat! nothing earned for the WHOLE year ... but you did get some of your money back .. you can add that to the $0.78c each unit is now worth (as at 30 April 2011).
But wait! there's - two more months to lose some more yet!
My guess - recovery of anywhere near $0.78 is a dream, but it's a dream many investors will cling to for fear of loss.
What a difference a year makes."]]]

There will be thousands thanking you for telling them "...two more months to lose some more yet!"
A real cheerleader in the hour of need, ha!

 

[MAE]

[elizaman]

I really don't know what sort of job WellCap has done for your fund. I really can't speak to that issue, but clearly many of you think that the job has been far from well done.


One of our newest members who doesn't know what sort of job WellCap has done for our Fund, has been able to post more threads than anybody else since Monday.

 

[seamisty]

Gee Mae, have I been 'out posted' for a change? Darn, will have to give up my 'other' volunteer day job! Seamisty