bandanna energy limited and its subsidiaries ... · receivers david john winterbottom and robert...

Bandanna Energy Limited and its subsidiaries (Administrators Appointed) (the Group)

Administrators’ report

Section 439A of the Corporations Act 2001 21 March 2016 Administrators: Grant Sparks, Martin Ford and Philip Carter

PPB Pty Limited trading as PPB Advisory ABN 67 972 164 718 Liability limited by a scheme approved under Professional Standards Legislation PPB Pty Ltd has associated but independent entities and partnerships

Bandanna Energy Limited and its subsidiaries (the Group)

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Company Name (All Administrators Appointed) ACN Administration Date

Parent:

Bandanna Energy Limited (BEL) 009 356 665 22 September 2014

Subsidiaries:

Bandanna Coal Pty Ltd (BC) 118 803 704 22 September 2014

Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (SCC)

119 713 601 22 September 2014

Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (SPH)

151 660 561 22 September 2014

Advocate Holdings Pty Ltd (Advocate) 002 020 555 18 February 2015

Alpha Coal Pty Ltd (Alpha) 119 742 639 18 February 2015

Arcadia Coal Pty Ltd (Arcadia) 119 713 852 18 February 2015

Bandanna Oil Shade Pty Ltd (BOS) 125 901 626 18 February 2015

Carnarvon Coal Pty Ltd (Carnarvon) 127 582 870 18 February 2015

Denison Coal Pty Ltd (Denison) 162 175 644 18 February 2015

Dingo West Coal Pty Ltd (DW Coal) 119 713 665 18 February 2015

Dingo West Property Holdings Pty Ltd (DW Property) 162 068 555 18 February 2015

DJB Coal Pty Ltd (DJB Coal) 110 928 213 18 February 2015

Enterprise Energy Pty Ltd (Enterprise) 009 607 292 18 February 2015

Fernlee Coal Pty Ltd (Fernlee) 122 458 548 18 February 2015

Gemini Energy Pty Ltd (Gemini) 147 444 148 18 February 2015

Springsure Agricultural Holdings Pty Ltd (SAH) 161 348 269 18 February 2015

Traditional Oil Exploration Pty Ltd (TOE) 069 118 574 18 February 2015

Waitara Coal Pty Ltd (Waitara) 124 701 695 18 February 2015

Table of contents

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1. Disclaimer 8

2. Executive summary 9

2.1 Appointment background 9

2.2 Report’s purpose 9

2.3 Administrators’ recommendation 9

2.4 Second meetings of creditors 9

2.5 Estimated return to creditors 10

2.6 Offences and potential liquidation recoveries 11

2.7 Administrators’ overview 11

2.8 Remuneration 13

3. Introduction 15

3.1 Appointment information 15

3.2 Declaration of Independence, Relevant Relationships and Indemnities 15

3.3 Report’s purpose 15

3.4 Purpose of Second Meetings 15

3.5 Second Meetings convening periods 16

3.6 Second Meetings details 16

3.7 Meetings registration 16

3.8 Committee of Inspection 16

3.9 Further information 17

4. Outline of Administrations 18

4.1 Conduct of the Administrations 18

4.2 Sale process 20

4.3 Trading 21

5. Corporate structure and background 23

5.1 Group structure 23

5.2 Group Overview 23

5.3 Timeline of events 24

5.4 Statutory information 24

6. Assets and operating summary 25

6.1 Springsure Creek Project 26

6.2 South Galilee Project 27

6.3 Dingo West Project 27

6.4 Other tenements 28

6.5 Cash and cash equivalents 28

6.6 Other tangible assets 30

6.7 Other intangible assets 31

6.8 Operating summary / Receipts and payments 31

7. Creditors 32

7.1 Secured creditors 33

7.2 Priority creditors 35

7.3 Unsecured creditors 36

8. Financial Background 38

8.1 Group Financial Performance 38

8.2 Group Financial Position 39

Table of contents

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9. Investigations 41

9.1 Directors’ explanation for the Group’s difficulties 42

9.2 Administrators’ opinion of the reasons for the Group’s difficulties 42

9.3 Insolvency 43

9.4 Legal actions 47

9.5 Outstanding or previous winding up applications 47

9.6 Books and records 47

10. Offences and potential liquidation recoveries 48

10.1 Voidable transactions 48

10.2 Insolvent trading 49

10.3 Offences 50

10.4 Directors and officers insurance policy 50

10.5 Directors’ personal financial position 50

10.6 Reporting of offences to ASIC 51

10.7 Risk and cost of pursuing recovery actions 51

11. Estimated return to creditors 52

11.1 BEL 53

11.2 BC 55

11.3 SCC 56

11.4 SPH 57

11.5 Alpha 58

11.6 DW Coal 59

12. Administrators’ recommendation 60

12.1 Liquidation 60

12.2 DOCA 60

12.3 Administration to end 60

13. Enquiries 61

Appendices

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Appendix A – Administrators’ Opinion 62

Appendix B – Notice of Second Meetings 81

Appendix C – DIRRI 83

Appendix D – Receipts and Payments summary 91

Appendix E – BEL summary 101

Appendix F – BC summary 108

Appendix G – SCC summary 111

Appendix H – SPH summary 115

Appendix I – Advocate summary 119

Appendix J – Alpha summary 121

Appendix K – Arcadia summary 123

Appendix L – BOS summary 125

Appendix M – Carnarvon summary 127

Appendix N – Denison summary 129

Appendix O – DW Coal summary 131

Appendix P – DW Property summary 133

Appendix Q – DJB Coal summary 135

Appendix R – Enterprise summary 137

Appendix S – Fernlee summary 139

Appendix T – Gemini summary 141

Appendix U – SAH summary 143

Appendix V – TOE summary 145

Appendix W – Waitara summary 147

Appendix X – Remuneration Reports 149

Appendix X – BEL 150

Appendix X – BC 165

Appendix X – SCC 175

Appendix X – SPH 185

Appendix X – Advocate 195

Appendix X – Alpha 206

Appendix X – Arcadia 218

Appendix X – BOS 228

Appendix X – Carnarvon 238

Appendix X – Denison 248

Appendix X – DW Coal 258

Appendix X – DW Property 269

Appendix X – DJB Coal 279

Appendix X – Enterprise 289

Appendix X – Fernlee 299

Appendix X – Gemini 309

Appendix X – SAH 319

Appendix X – TOE 329

Appendix X – Waitara 339

Appendix Y – Regulatory Publications 349

Appendix Z – Proxy and Proof of Debt forms 350

Glossary

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Abbreviations Definitions

Act Corporations Act 2001 (Cth)

Administrators Grant Sparks, Martin Ford and Philip Carter of PPB Advisory as Joint and Several Administrators

AEST Australian Eastern Standard Time

AMCI AMCI (Alpha) Pty Ltd

APAAP All Present and After-Acquired Property, as defined in the PPSA

ARITA Australian Restructuring Insolvency and Turnaround Association (formerly the Insolvency Practitioners Association of Australia)

ASIC Australian Securities and Investments Commission

ASX Australian Securities Exchange

ATO Australian Taxation Office

Aurizon Network Aurizon Network Pty Ltd

BAS Business Activity Statement

COC Committee of Creditors

Code ARITA Code of Professional Practice

COI Committee of Inspection

Credit Suisse Credit Suisse AG

D&O Policy Directors and Officers Insurance Policy

DEHP Department of Environment and Heritage Protection

Dingo West Project

A key asset held by DW Coal relating to tenements EPC 881 and MLa 80180

DIRRI Declaration of Independence, Relevant Relationships and Indemnities, pursuant to s436DA of the Act and the Code

DOCA Deed of Company Arrangement

DNRM Department of Natural Resources and Mines

EIS Environmental Impact Statement

EOI Expression of Interest

EPC Exploration Permit for Coal

EPM Exploration Permit for Minerals other than coal

ERV Estimated Realisable Value

FX Foreign Exchange rate for currencies

FY Financial Year, being 1 July 20XX to 30 June 20XX

GFA Guarantee Facilities Agreement provided by Credit Suisse

GPC Gladstone Ports Corporation Limited

GST Goods and Services Tax

HY Half Year, being 1 July 20XX to 31 December 20XX

JV Joint Venture

k Thousand

Km Kilometres

Glossary

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Abbreviations Definitions

m Million

MA Management Accounts

Macquarie Macquarie Capital (Australia) Limited

ML Million Litres

MLa Mining Lease application

MLA Mining Lease Agreement

Mt Million tonnes

pa Per annum

PAYG Pay As You Go tax

PCI Pulverized Coal Injection

PMSI Personal Money Security Interest, as defined in the PPSA

PPSA Personal Property Security Act 2009 (Cth)

PPSR Personal Property Securities Register

RATA Report As To Affairs

Receivers David John Winterbottom and Robert William Hutson of KordaMentha as Joint and Several Receivers and Managers

Regulations Corporations Regulations 2001 (Cth)

Remaining Subsidiary Companies

The Remaining Subsidiary Companies consist of all BEL’s subsidiaries placed into Administration on 22 February 2015

R&D Research and Development

Report This report, prepared pursuant to s439A of the Act

s Section of legislation

Second Meetings

Concurrent meetings held pursuant to s439A of the Act where creditors determine the future of the Group. Scheduled for Wednesday 30 March 2016

South Galilee Project

A key asset held by Alpha relating to tenements EPC 1049, EPC 1180 and MLa 70453. Alpha has a 50% JV interest in this project

Springsure Creek Project

A key asset held by SCC relating to tenements EPC 891 and MLa 70486. SPH holds the properties acquired in respect of this project

ToP Take or Pay

WICET Wiggins Island Coal Export Terminal

WIPS Wiggins Island Preference Shares

WIRP Deed Wiggins Island Rail Project Deed

YTD Year To Date, a period starting from 1 July 20XX to a specified date

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1. Disclaimer

In reviewing this report, creditors should note:

This report is based upon our investigations to date. Any additional material issues that are identified subsequent to issuing this report may be the subject of a further written report and/or tabled at the Second Meetings

The contents of this report are based on information obtained from the Group’s books and records, financial systems, representations from the Directors, key management and our own enquiries and investigations

The statements and opinions given in this report are given in good faith and in the belief that such statements and opinions are not false or misleading. Except where otherwise stated, we reserve the right to alter any conclusions reached on the basis of any amended or additional information which may be provided to us between the date of this report and the date of the Second Meetings

In considering the options available to creditors and formulating our recommendation, the Administrators have necessarily made forecasts of asset realisations and total creditor claims. These forecasts and estimates may change as asset realisations progress and claims are received from creditors. While the forecasts and estimates are based on the Administrators’ best assessment in the circumstances, creditors should note that the eventual outcome for creditors may differ from that estimated in this report

Neither the Administrators, PPB Advisory nor any member or employee of the firm is responsible in any way whatsoever to any person in respect of any errors in this report arising from incorrect information provided to us

The Administrators do not assume or accept any responsibility for any liability or loss sustained by any creditor or any other party as a result of the circulation, publication, reproduction or any use of the information presented in this report

This report is not for general circulation, publication, reproduction or any use other than to assist creditors in evaluating their position as creditors of the Group and must not be disclosed without the prior written approval of the Administrators

Creditors should consider seeking their own independent legal advice as to their rights and the options available to them at the Second Meetings.

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2. Executive summary

2.1 Appointment background

The Directors placed BEL, BC, SCC and SPH into Administration on 22 September 2014 and the Remaining Subsidiary Companies into Administration on 18 February 2015. Credit Suisse appointed the Receivers over SCC and SPH on 21 October 2014.

2.2 Report’s purpose

The purpose of this Report is to table the findings of our investigations into the business, property, affairs and financial circumstances, as well as to opine on the three options available to creditors in deciding the future of each company in the Group.

2.3 Administrators’ recommendation

We recommend that creditors resolve to wind up each company in the Group (i.e. place it into liquidation). We have not received any Deed of Company Arrangement (DOCA) proposals for the Group as a whole or any of the individual companies in the Group. Therefore the option for creditors to vote in favour of a DOCA proposal is currently unavailable. Our statement of opinion for each company in the Group is attached at Appendix A. We have been advised however that we may receive a DOCA proposal for SCC and SPH only prior to the Second Meetings. We will need to apply to the Court for directions in respect of winding up DJB Coal and TOE as they have no known creditors who can vote on the resolution to wind up the respective company.

2.4 Second meetings of creditors

For the convenience of creditors, concurrent Second Meetings of Creditors (Second Meetings) will be held in two groups on: Date: Wednesday 30 March 2016

Location Christie Conference Centre – Endeavour 1 Room Level 1, 320 Adelaide Street

Brisbane QLD 4000 Australia

Group one Companies: Bandanna Energy Limited (BEL)

Bandanna Coal Pty Ltd (BC) Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (SCC) Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (SPH) (All Administrators Appointed)

Registration: 9.30am AEST

Meeting time: 10.00am AEST Group two Companies: The Remaining Subsidiaries

Registration: 2.30pm AEST

Meeting time: 3.00pm AEST This is to minimise the size and timing of this Report and the Second Meetings respectively given there are a limited number of creditors for the Remaining Subsidiaries in Group two.

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To register attendance and be entitled to vote at the Second Meetings, creditors must complete and submit the following forms enclosed at Appendix Z:

Form 532 – Appointment of Proxy

Form 535 – Proof of Debt. Forms must be submitted by no later than 3.00pm AEST on Tuesday 29 March 2016 to this office or by email to [email protected].

2.5 Estimated return to creditors

We estimate creditors’ returns under a liquidation scenario for each company within the Group will be:

Company Creditor class Liquidation

(cents in $)

BEL Priority creditors 100.00

Unsecured 4.43

BC Unsecured Unknown

SCC Secured Unknown

Unsecured Nil

SPH Secured Unknown

Unsecured Nil

Advocate Unsecured Nil

Alpha Unsecured Unknown

Arcadia Unsecured Nil

BOS Unsecured Nil

Carnarvon Unsecured Nil

Denison Unsecured Nil

DW Coal Unsecured Unknown

DW Property Unsecured Nil

DJB Coal Unsecured Nil

Enterprise Unsecured Nil

Fernlee Unsecured Nil

Gemini Unsecured Nil

SAH Unsecured Nil

TOE Unsecured Nil

Waitara Unsecured Nil

Our estimate in BEL is based on several key variables which are detailed in Section 11.1. The unknown estimated returns are contingent on the sale of various assets in the Group. The sale process for these assets is ongoing. As such, we are unable to disclose the valuations and likely realisable values given they remain commercially sensitive. We will update our estimated return to creditors for each company within the Group in our future correspondence to creditors.

mailto:[email protected]

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2.6 Offences and potential liquidation recoveries

2.6.1 Insolvent trading

Our preliminary view is that BEL may have traded whilst insolvent from December 2013. However we consider there is a low probability of a successful insolvent claim given the circumstances detailed in Sections 9 and 10. As BEL was the parent entity of the Group and its subsidiaries were reliant on funding from BEL, we do not consider the subsidiaries traded whilst insolvent as they had the ongoing support from BEL up until it was placed into Administration. The Remaining Subsidiaries did not operate after BEL was placed into Administration. 2.6.2 Unfair preferences

We identified a potential unfair preference by SCC to Samsung C&T of $956k. However, we consider there is a low probability of making a successful unfair preference claim. Further details on our unfair preference review can be found in Section 10. These potential claims and offences require further investigation by a liquidator should creditors resolve to wind up the companies in the Group.

2.7 Administrators’ overview

2.7.1 Assets overview

Springsure Creek Project – solely owned by SCC. This project relates to Exploration Permit for Coal (EPC) 891 and Mining Lease application (MLa) 70486 and is the largest project of the Group by way of capitalised expenditure. The delay in obtaining the Mining Lease Agreement (MLA) in this project is a critical factor resulting in the winding up of the Group. SPH acquired the following assets in respect of the Springsure Creek Project:

- Denlo Park property

- Cedar Park property

- Palari property

- Adelong property

- Water licence

Credit Suisse is the only secured creditor within the Group which holds security over the assets of SCC and SPH only as well as BEL’s shares in SPH and BC’s shares in SCC. All other assets within the Group are unencumbered

South Galilee Project – jointly owned by Alpha via a 50% Joint Venture (JV) arrangement with AMCI (Alpha) Pty Ltd (AMCI). This project relates to EPC 1049, EPC 1179 and EPC 1180. AMCI is the project manager and holds the marketing rights. Alpha contributes cash to the project via cash calls made under the JV

Dingo West Project – solely owned by DW Coal. This project relates to EPC 881 and MLa 80180

Cash at bank – includes $41.5m recovered from BEL’s bank accounts

Security deposits – certain companies in the Group provided various cash guarantees / security deposits in respect of financiers, suppliers and government agencies

Other tenements – comprises several early stage tenements (EPC’s and Exploration Permits for Minerals other than coal (EPM)), including security deposits, owned by various companies in the Group

Other tangible assets – comprises a property in Emerald and the respective contents, a motor vehicle as well as the office equipment, fixtures and fittings

Other intangible assets – such as the listed shell of BEL on the ASX, tax credits and historic tax losses

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2.7.2 Sale process

The Administrators conducted a sales process which is summarised below:

Held a number of meetings in December 2014 in Hong Kong, Seoul and Beijing with interested parties concerning the potential sale of the business and assets of the Group

Commissioned a series of technical reports to assist with the sale of the Group’s mining related assets

Appointed Macquarie Capital (Australia) Limited (Macquarie) on 24 March 2015 to market and sell the business and assets of the Group. On 25 March 2015, Credit Suisse and the Receivers executed a Memorandum of Understanding, in which they agreed to Macquarie’s appointment to market and sell the business and assets of the Group

During June and July 2015 a second round of meetings was undertaken by Macquarie in Melbourne, Sydney, Brisbane, Seoul, Tokyo, Beijing, Hong Kong and Singapore

Binding bids were due by 28 September 2015 upon which we received only one proposal which was able to be executed, being in respect of the Dingo West Project

Subsequently, we received offers for four other tenements not associated with the main projects of the Group. These are all early stage tenements owned by Arcadia, Advocate and Fernlee. We have accepted the various offers and completed an Asset Sale Agreement in respect of three of the four tenements. We will withhold further details on the sales pending their completion which is anticipated in the first half of 2016

We have continued discussions with a number of parties who remain interested in acquiring the Group’s remaining assets, in whole or in part, however none of these parties have provided a proposal or offer which is in an acceptable form

Our discussions have also involved Macquarie and Credit Suisse as secured creditor for the assets and entities which own the Springsure Creek Project. This process has not resulted in an acceptable offer as at the date of this Report.

2.7.3 Reasons for Group difficulties

The Directors’ advise the following factors led to their decision to place the Group in Administration:

Primarily the inability of the Group to raise funds to continue to progress development of the Springsure Creek Project to enable the Group to meet the Wiggins Island Coal Export Terminal (WICET) Take or Pay (ToP) obligations

Contributing factors as to why the Group was unable to raise additional funds include:

- The approval process for the MLA at the Springsure Creek Project was delayed due to extended assessment by Government agencies

- Further delays and consequential costs of dealing with objections and compensations to landowners in respect of obtaining the MLA for the Springsure Creek Project

- A number of potential investors cited concern regarding the regulatory risk of the delays and were unwilling to commit to project investment in advance of final approvals

- Continued deterioration of global thermal coal markets from 2012 to late 2014 (which continues) impacted on the willingness of investors to provide further funding

The Group sought alternative options to obtain additional funding throughout 2013 and 2014. In parallel, the Group also sought to renegotiate financial obligations with WICET, other shippers and Credit Suisse to seek to defer the commencement of ToP obligations

Ultimately the Group was unable to obtain further funding nor renegotiate obligations with creditors to the satisfaction of the Board. As such, the Directors determined to appoint Voluntary Administrators over BEL, BC, SCC and SPH on 22 September 2014 and subsequently over the Remaining Subsidiary Companies on 18 February 2015.

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In our opinion, and in addition to the Directors’ comments above, the following factors are also reasons for the Group’s difficulties and eventual administration:

Forecast landowner compensation costs required to obtain the MLA for the Springsure Creek Project had increased materially from initial estimates (although, we note the total amount of compensation had not yet been determined at the time of our appointment)

Insufficient liquidity to meet the revised cash flow forecasts despite BEL holding cash reserves in excess of $40m as at the date of Administration

Unwillingness or inability of key shareholders to support solutions which may have resulted in a substantial dilution of existing equity.

2.8 Remuneration

We are seeking approval for our remuneration at the Second Meetings as summarised below:

Company Notes Resolution 1 Remuneration from

18/02/2015 to 29/02/2016

$

Resolution 2 Remuneration from

01/03/2016 to completion of the

Administration $

Resolution 3 Remuneration for the

liquidation period $

BEL 1 108,120.50 200,000.00 750,000.00

BC 2 13,577.50 3,000.00 10,000.00

SCC 2 48,484.00 10,000.00 30,000.00

SPH 2 24,690.50 5,000.00 30,000.00

Alpha 13,102.00 3,000.00 100,000.00

Advocate 5,672.50 3,000.00 30,000.00

Arcadia 7,170.00 3,000.00 30,000.00

BOS 4,235.00 3,000.00 30,000.00

Carnarvon 3,156.50 3,000.00 30,000.00

Denison 3,458.00 3,000.00 10,000.00

DW Coal 21,354.00 15,000.00 50,000.00

DW Property 4,247.50 3,000.00 10,000.00

DJB Coal 3,891.00 6,000.00 10,000.00

Enterprise 3,675.50 3,000.00 10,000.00

Fernlee 5,344.00 3,000.00 30,000.00

Gemini 3,071.50 3,000.00 10,000.00

SAH 3,671.50 3,000.00 10,000.00

TOE 4,198.00 6,000.00 10,000.00

Waitara 5,087.00 3,000.00 30,000.00

Total 286,206.50 281,000.00 1,220,000.00

Notes 1. BEL remuneration for Resolution 1 is from 1 January 2016

2. BC, SCC and SPH remuneration for Resolution 1 is from 22 September 2014 Prospective Liquidators’ remuneration will not be sought if creditors elect to form a Committee of Inspection (COI) in respect of any company in the Group.

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We need to apply to Court for directions in respect of remuneration approval for any subsidiaries where there are no known creditors or where the only known creditor is an intercompany debt (as we will abstain from voting in favour of our own remuneration using the votes from the companies in the Group). This may impact Alpha, Advocate, Arcadia, BOS, Carnarvon, DW Coal, Fernlee and Waitara. We will only seek Court approval in respect of remuneration on a case-by-case basis should there be sufficient asset realisations to meet the fees and costs of the relevant administration and liquidation. Please refer to our Remuneration Reports enclosed at Appendix X for full details of key activities undertaken by us, our partners and staff and the remuneration approval sought.


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3. Introduction

3.1 Appointment information

Grant Sparks, Martin Ford and Philip Carter of PPB Advisory were appointed Administrators of BEL, BC, SCC and SPH on 22 September 2014 by the Directors pursuant to s436A of the Act. David Winterbottom and Robert Hutson of KordaMentha were appointed Receivers and Managers (Receivers) by Credit Suisse over SCC and SPH on 21 October 2014. Grant Sparks, Martin Ford and Philip Carter of PPB Advisory were subsequently appointed Administrators of the Remaining Subsidiary Companies on 18 February 2015 by the Directors pursuant to s436A of the Act.

3.2 Declaration of Independence, Relevant Relationships and Indemnities

Our Declarations of Independence, Relevant Relationships and Indemnities (DIRRI) are enclosed at Appendix C. The DIRRI discloses information regarding any prior personal or professional relationships the Administrators and PPB Advisory had with the Group or related parties, our independence and any indemnities received relating to these appointments. There has been no change to these that would result in an amended declaration.

3.3 Report’s purpose

The Administrators are required to investigate the business, property, affairs and financial circumstances of each company in the Group, and provide a report to creditors detailing the outcome of their investigations. The Report must include a statement of opinion on the following three options available to creditors in deciding the future of each company in the Group:

the company be wound up (i.e. placed into liquidation)

the company executes a DOCA

the administration of the company should end (i.e. handed back to its directors).

3.4 Purpose of Second Meetings

The Second Meetings will address:

the contents of this Report

questions from creditors

options available to creditors under the Act

approval of:

- the Administrators’ remuneration

- future remuneration of the liquidators or deed administrators (as applicable)

- should creditors desire, the formation of a COI

creditors’ decision on the future of each company in the Group

appointment of Liquidators (as applicable), noting the incumbent Administrators will automatically be appointed Liquidators unless creditors resolve to replace them

whether creditors want to adjourn the Second Meetings up to a maximum of 45 business days to enable further investigations to be conducted and/or to consider their position.

The options available to creditors and the Administrators’ opinion on each option are set out in detail in Section 12. We recommend each company in the Group be placed into liquidation.

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3.5 Second Meetings convening periods

The Act sets out the timing required for the Second Meetings to be held. The Second Meetings must be convened between 15 to 25 business days from the date of Administration unless the Court extends the convening period if circumstances require. We successfully applied to the Supreme Court of Queensland to have the convening periods extended until 21 October 2015 and subsequently until 25 March 2016. We sought the convening period extensions in order to provide the Administrators with sufficient time to explore opportunities to execute a restructuring plan for the Group, including the sale of the Group’s assets on an individual or collective basis.

3.6 Second Meetings details

Concurrent Second Meetings will be held on Wednesday 30 March 2016. Formal notification Form 529 – Notice of Meeting of Creditors is enclosed at Appendix B.

3.7 Meetings registration

To register attendance and be entitled to vote at the Second Meetings, creditors must complete and submit the following forms for each company that they are a creditor:

Registration forms Information

Form 532 – Appointment of Proxy

A new proxy form is required to be completed for each creditors’ meeting (i.e. previous meeting proxy forms are invalid for the Second Meetings).

If a corporate creditor wants to be represented at the Second Meetings, it must appoint an individual to act on its behalf by providing an executed proxy form.

Individuals may choose to appoint a representative to vote on their behalf by executing a proxy form. If an individual is attending in person a proxy form is not required.

Form 535 – Proof of Debt or Claim Form

This form is required to be completed to entitle a creditor to vote at the Second Meetings. Documents to support the amount claimed (e.g. unpaid invoices) must also be provided.

There is no requirement to resubmit a proof of debt form if previously provided unless the amount claimed has changed.

The forms are enclosed at Appendix Z Forms must be submitted by no later than 3:00pm AEST on Tuesday 29 March 2016 to this office or by email to [email protected]. Only creditors are entitled to vote at the Second Meetings in respect of the company/companies of which they are a creditor. Creditors are encouraged to arrive early to enable the orderly registration of attendees so the concurrent meetings can commence on time.

3.8 Committee of Inspection

For the purpose of advising and assisting the Liquidator or Deed Administrator (as applicable), a COI may be formed for each individual company at the Second Meetings. A minimum of two members is required to form a COI. We recommend a COI is formed for BEL only should it be placed into Liquidation. We do not consider a COI should be formed for any other company in the Group given the limited number of creditors of each other company. Creditors should consider whether they are in a position to be a COI member, as membership of a COI requires attendance at meetings (telephone facilities will be made available so members do not have to attend in person). Importantly, for a creditor to be eligible for appointment as a member of a COI, they must either:


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be in attendance at the Second Meetings

appoint a general power of attorney to attend the Second Meetings on their behalf

authorise a person in writing to be a member of the COI on their behalf.

3.9 Further information

To assist creditors, employees, and shareholders understand the voluntary administration process, the Australian Securities and Investments Commission (ASIC) has released a package of insolvency information sheets endorsed by the Australian Restructuring Insolvency and Turnaround Association (ARITA). A summary of the information sheets is enclosed at Appendix Y. The information sheets disclosed in the summary can be downloaded from the ASIC link http://asic.gov.au/regulatory-resources/insolvency/insolvency-information-sheets/.


http://asic.gov.au/regulatory-resources/insolvency/insolvency-information-sheets/


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4. Outline of Administrations

4.1 Conduct of the Administrations

We have undertaken numerous statutory and other actions since our appointment, which include but are not limited to the following: 4.1.1 First meetings of creditors

The first meetings of creditors of BEL, BC, SCC and SPH were held on 2 October 2014 pursuant to s436E of the Act. Creditors at the meeting of BEL resolved that a COC be formed, comprising:

Representative names Representing

Lilian Loke Credit Suisse

Lisa Dalton Employees of BEL

Warren Bamford WICET

Robert Johansen Mathew Consultants Pty Ltd (observer only)

Louisa Chung Aurizon Network Pty Ltd (Aurizon Network) (observer only)

We have held seven COC meetings to date to review and discuss the status of the Administrations. The first meetings of creditors for the Remaining Subsidiary Companies were held on 2 March 2015 pursuant to s436E of the Act. The meetings of the Remaining Subsidiary Companies were adjourned to 12 March 2015 pursuant to Regulation 5.6.16 of the Regulations. At the adjourned meetings it was resolved that no COC be formed. A copy of the minutes of the first meetings and the adjourned meetings may be obtained from ASIC’s website. 4.1.2 Applications to extend convening period

On 10 October 2014 the Court ordered an extension of the convening period to 21 October 2015. On 14 September 2015, we applied to the Court and were subsequently granted a further extension of the convening period to 25 March 2016 for the purposes of continuing to explore options to restructure the Group through a DOCA and/or continuing a sale process for the Group’s assets on an individual or collective basis. 4.1.3 General administrative tasks and statutory obligations

Completing and filing audited consolidated annual financial accounts and annual reports with ASIC and Australian Securities Exchange (ASX) respectively for FY14

Holding an annual general meeting of shareholders on 17 May 2015

Obtained an order from ASIC pursuant to s340(1) of the Act, exempting BEL from reporting obligations under Part 2M.3 of the Act for the duration of the Administration

Overseen the completion and lodgement of the Group’s various pre appointment tax reporting obligations to quantify any pre appointment unpaid debts including:

- Consolidated income tax return for the financial year ended 30 June 2014

- FBT return of the 2014/15 Fringe Benefit Tax year

- BAS lodgements for GST and PAYG

Prepared and lodged a Research and Development (R&D) tax concession claim with the Australian Taxation Office (ATO) for FY14

Prepared and issued employee payment summaries to all current and former staff for FY15

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Complied with ASIC statutory and ASX listing requirements, in particular continuous disclosure to the market.

4.1.4 Investigations into the affairs of the Group and reporting to creditors

Completed initial investigations of the affairs of the Group and their respective Directors

Reported to and conducted meetings of the COC of BEL.

4.1.5 Stakeholder liaison

Provided notice of the appointment to creditors, employees and shareholders regarding the appointment and addressing stakeholder queries

Held meetings and communicated with key stakeholders regarding the appointment and stakeholder concerns, including employees, WICET, Aurizon Network, other infrastructure parties, Department of Natural Resources and Mines (DNRM), shareholders, Credit Suisse and their Receivers and other creditors or stakeholders.

4.1.6 Management and administration of the Group’s substantial coal assets

Secured the Group’s cash at bank and verification of cash-backed bank guarantees issued to external parties

Attended to Land Court proceedings (in so far as the interest of the parent entity extended) for landowner compensation and objections to the Springsure Creek Project, liaison with land owners regarding the appointment

Engaged valuers and conducted an assessment of the asset realisation process

Maintained and managed with existing key personnel the mining tenements held by the Group, excluding those subject to the control of the Receivers, including the following tasks:

- Prepared and lodged annual exploration reports and supporting information (including a summary of expenditure) for each tenement, this is required to be submitted to the DNRM as part of annual statutory reporting obligations

- Prepared and lodged annual environmental activity reports for each tenement and related environmental authority, which is required to be submitted to the Department of Environment and Heritage Protection (DEHP) as part of annual statutory reporting

- Prepared, lodged and progressed several tenement renewal applications for EPC’s and EPM’s

- Prepared and lodged requests to reduce minimum exploration / development expenditure for tenements

Worked with the Receivers, including:

- Allowed the Receivers access to the employees of BEL, under a cost sharing and reimbursement arrangement, (given that SCC and SPH have no employees of their own) to assist the Receivers to maintain those entities’ mining tenements and real property

- Provided access to the office premises and record keeping system of BEL, including records of SCC and SPH

Dealing with legal proceedings, including:

- Defending legal proceedings commenced by Credit Suisse regarding the extent of its interest over SCC and SPH

- Assisting the Receivers with respect to the proceedings brought by Acacia Coal claiming a caveatable interest and other rights in respect to certain real property owned by SPH

Managed and invested the cash at bank of BEL

Maintained the insurance of the Group’s assets and public liability insurance for its business

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Renegotiated the lease for the registered office located at Level 4, 260 Queen Street, Brisbane, QLD, 4000, as well as disclaiming the lease for the second floor on level 6 which was not required for the ongoing trading of the Group

Monitored staffing levels and, where prudent reduced the number of employees of BEL through redundancy, and paid all employee entitlements for redundant staff

Worked with Macquarie, as advisers, to market and sell the business and assets of the Group.

4.2 Sale process

4.2.1 General sale process

Below is a summary of key tasks we have undertaken since our appointment to recapitalise or sell the business and/or assets of the Group. Further details of the assets are disclosed in Section 2.7.1 and Section 6 of this Report:

In December 2014 we held a number of meetings with interested parties in Hong Kong, Seoul and Beijing concerning the potential sale of the business and assets of the Group

In early 2015 we held a number of meetings with key stakeholders to determine the appropriate strategy to recapitalise the Group or sell its business and/or assets

On 24 March 2015 we appointed Macquarie to market and sell the business and assets of the Group on various conditions

On 25 May 2015 Credit Suisse and the Receivers executed a Memorandum of Understanding, in which they agreed to Macquarie’s appointment to market and sell the business and assets of the Group on various conditions

From April to August 2015, we commissioned a series of technical reports to assist with the sale of the Group’s mining related assets as follows:

- JORC Reserve report for the Springsure Creek Project. The report detailed a 70% increase in Probable Reserves with the Probable Marketable Reserves for the project now at 281Mt of coal. This report was commissioned on 2 April 2015

- Independent Technical Review of the Productivity Assumptions for Springsure Creek Longwall by Runge Pincock Minarco. This review was commissioned on 2 April 2015

- Optimisation Study by Palaris for the Dingo West Project to update development options based on current market conditions and a small scale development. This study was commissioned on 13 April 2015

- Optimisation Study by Palaris for the South Galilee Project to update the development options based on current market conditions and a smaller scale development. This study was commissioned on 13 August 2015

During the sale process, we attended regular meetings, either in person or by telephone to discuss the marketing and sale process with Macquarie and the Group’s Management

During June and July 2015, meetings were undertaken by Macquarie in Melbourne, Sydney, Brisbane, Seoul, Tokyo, Beijing, Hong Kong and Singapore in which 49 presentations were conducted

Between July and September 2015, over 50 parties requested an Expression of Interest (EOI) and 24 of these submitted an executed a Confidentiality Agreement. Interest was spread across all three projects, as well as the entire portfolio of tenements

The 24 potential purchasers were granted access to an electronic data room containing relevant material relating to the business and assets of the Group. Binding bids were due by 28 September 2015

After the closing date for bids, we received only one proposal which was capable of acceptance, being in respect of the Dingo West Project. An asset sale agreement was executed on 30 October 2015. Further details of the sale are detailed below

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We have continued discussions with parties who remain interested in acquiring the Group’s other assets, in whole or in part, however none of these parties have provided a proposal or offer which is in a form capable of acceptance

Our discussions have also involved Macquarie and Credit Suisse as secured creditor for the assets owned by SCC. These discussions with interested parties continue.

4.2.2 Dingo West Project

As a consequence of the sale process, an offer from Magnetic South Pty Ltd was accepted for the Dingo West Project

On 30 October 2015 DW Coal and Magnetic South executed an Asset Sale Agreement for the sale of the Dingo West Project which includes tenement EPC 881, including MLa 80180 and environmental authority EPPR008197713

The sale has not yet completed due to a condition precedent not yet being satisfied. We anticipate this sale to complete shortly after issue of this Report. In the event the sale does not complete and it is terminated, we will revert to the other bidders.

4.2.3 Other tenements

A number of companies in the Group own various tenements not associated with the main projects of the Group.

We have accepted offers for four early stage tenements owned by Arcadia, Advocate and Fernlee, comprising:

- EPC 1742 (Arcadia), including environmental authority EPVX00861313

- EPM 17568 (Advocate), including environmental authority EPSX00443613

- EPM 17932 (Advocate), including environmental authority EPSX00192113

- EPC 1103 (Fernlee), including environmental authority EPPR00461613

On 27 January 2016 Arcadia, Advocate and Adamelia Resources (Arcadia) Pty Ltd executed an Asset Sale Agreement for the sale of three Arcadia and Advocate tenements. We have yet to execute an Asset Sale Agreement in respect of the Fernlee sale nor complete on these sales. As such, we are withholding further details on the sales pending their completion

We are continuing to explore additional options to achieve a sale of the other tenements. Notwithstanding, we may relinquish certain tenements given the minimal market value and interest in early stage tenements, the comparatively high maintenance costs and costs of sale.

4.3 Trading

We have continued to operate the business with reduced resources throughout the Administration period to assist with maximising the sale prospects of the Group’s assets. The key operating tasks have included:

Maintaining the Group’s mining tenements, including meeting reporting and financial obligations including payment of annual rental fees to the Queensland Government

Complying with the South Galilee Project JV Agreement in order to preserve Alpha’s interest in the asset whilst we undertook a sale campaign

Employing and managing staff in both Emerald and Brisbane, including calculation and payment of accrued entitlements as employees have been made redundant

Marketing the Group’s assets for sale in conjunction with Macquarie and employees of the Group

Managing the Group’s cash flow and negotiating term deposit rates for cash holdings

Maintaining the lease of the head office in Brisbane, including the negotiation of a rental reduction with the landlord, as well as a disclaiming unused space

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Maintaining the Group’s insurance policies

Leasing BEL’s property in Emerald

Liaising with key stakeholders including WICET, Aurizon Network, Credit Suisse and the Receivers

Responding to litigation commenced by Credit Suisse

Complying with BEL’s continuous disclosure obligations required under the ASX Listing Rules, including holding of the Annual General Meeting of shareholders

Complying with statutory and tax lodgements, including completion of the annual financial report for FY15

Liaising with PricewaterhouseCoopers, the ATO and employees of the Group to:

- Complete the Group’s outstanding pre Administration tax returns

- Review and submit a claim for R&D credits

- Group the companies’ tax registrations for GST, PAYG and FBT for the Administration period.


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5. Corporate structure and background

5.1 Group structure

BEL is the parent company with 18 wholly owned subsidiaries. Figure 1 below details the structure of the Group at the date of our appointment as Administrators of BEL: dings Pty L Figure 1:

5.2 Group Overview

The Group’s core activities are exploration, project evaluation and development of thermal coal and Pulverized Coal Injection (PCI) assets located in Queensland, Australia

The Group has three principle coal projects, being:

1. Springsure Creek Project

2. South Galilee Project

3. Dingo West Project

BEL is the head of the consolidated tax group and is the only entity which held a bank account. BEL provided funding to the Subsidiary Companies through intercompany loans

Following shareholder approval in September 2008, BEL changed its name (it was previously known as Enterprise Energy Limited) to reflect the acquisition of 100% of the issued share capital in BC and the change in nature of the core business from a minor oil and gas explorer to a mid-tier coal explorer

The acquisition of BC gave BEL interests in:

- 11 coal exploration permits

- five coal exploration permit applications

- four mineral exploration permits

- two mineral exploration applications, principally for oil shale.

Each entity within the Group has a separate and distinct purpose, which is detailed in Appendices E to W.

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5.3 Timeline of events

Figure 2 below provides a brief timeline of key events over the last five years:

Figure 2:

5.4 Statutory information

Statutory details of each entity in the Group which were extracted from the ASIC national database at the time of our appointment, together with changes that have occurred since our appointment, are included in Appendices E to W.


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6. Assets and operating summary

Figure 3: Tenements and properties summary

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6.1 Springsure Creek Project

6.1.1 Overview of the Springsure Creek Project

Springsure Creek Project is a proposed underground thermal coal development located in the Bowen Basin, Queensland, covering an area of 423km

2 approximately 47km southeast of the town of

Emerald. It comprises EPC 891 and MLa 70486 which is owned by SCC. The project has an estimated 281Mt of marketable reserves and 768Mt of resources which makes it the largest known underground mine reserve in Australia. The project is expected to produce more than 7.2Mtpa with a life expectancy of over 40 years. The project obtained support from several offtake customers primarily from Asia. Coal was to be transported from the mine along a private haul road loaded on trains on the Bauhinia rail line connecting to the Blackwater rail system for exports through the Port of Gladstone. These transport links are subject to separate MLa’s, being MLa 70501 for the haul road and MLa 70502 for the rail load out facility. The mine is expected to be one of the lowest cost mines in Australia given the large resource deposit and close proximity to existing infrastructure. SCC had secured all key infrastructure requirements during 2010 to 2012, comprising:

4.0Mtpa 10 year ToP port contract with WICET

4.0Mtpa 10 year ToP rail contract with Aurizon Network

4.0Mtpa WIRP agreement for the development of a new below rail capacity

Power supply to be sourced from Ergon at an existing nearby power facility

1,000ML water supply acquired for $2.175m, which was to be transported by a proposed newly constructed 55km pipeline (SCC leases these water rights to a nearby farmer)

Government approval obtained to construct a 300 person workers accommodation village approximately 40km from the mine site (SPH holds an option to purchase the land for the workers accommodation village).

The rail and port agreements have since been terminated given the administration and inability of the Group to fund the costs now due under certain infrastructure contracts. Notwithstanding the above, the project continues to hold advanced approvals, including all environmental and government approvals received with final MLa 70486, subject only to completion of compensation agreements with land owners and overlapping tenure holders. 6.1.2 Land compensation agreements

The Group had agreed terms with 11 of the 12 landowners of the project site, of which nine compensation agreements were formalised, two were agreed in principle and one is to be determined in the Land Court. Four of these compensation agreements resulted in SPH acquiring the respective properties of which Credit Suisse holds security over same. Terms of compensation are commercially negotiated with the respective landowners and can result in compensation for use and/or acquisition of the land. If terms cannot be agreed the legislation allows the miner to refer the matter to the Land Court who determines the compensation amount to be paid. We have not detailed the agreements in the report as we consider them to be highly conditional and they are linked with the land and MLa which is subject to security held by Credit Suisse. 6.1.3 Overlapping tenure holders

The overlapping tenure holder is a JV comprising Santos (50%) and Australia Pacific LNG (50%), with the JV managed by Origin Energy. Negotiations with the overlapping petroleum licence holder have not been progressed since the Administration commenced.

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6.2 South Galilee Project

South Galilee Project is a large multi-seam thermal coal development located in the South Galilee Basin, Queensland, covering an area of 962km

2 located to the southwest of the township Alpha. It

comprises EPC 1049, EPC 1179 and EPC 1180 and MLa 70453 which is 50% owned by Alpha. The project is a JV with AMCI being the project manager and holding the marketing rights. The project has an estimated 218Mt of open-cut reserves and 1,179Mt of total resources. The project development plans consists of an initial 3Mtpa truck and shovel open-cut mine utilising existing Alpha-Emerald-Blackwater rail system through to the Port of Gladstone. The project has the ability to expand to a 15Mtpa operation comprising a 5Mtpa open-cut mine and a 10Mtpa underground mine. This will be subject to market demand and additional rail infrastructure. The life expectancy of the project at 15Mtpa is in excess of 30 years. The mine is located next to existing rail infrastructure which could provide access to two ports. Power supply would be on-site via diesel generators and water supply would be nominal given the dry-processing. Limited water can be collected on-site for site use and dust suppression. Workers accommodation can be sourced from the nearby town of Alpha. Similar to the Springsure Creek Project, this project has advanced approvals, including all environmental and government approvals received with final MLa 70453, subject only to completion of compensation agreements with land owners and overlapping tenure holders.

6.3 Dingo West Project

Dingo West Project is a small open-cut PCI and thermal coal development located in the Bowen Basin, Queensland, covering an area of 72km

2 approximately 6km west of the township Dingo. It

comprises EPC 881 and MLa 80180 which are solely owned by DW Coal. The project has an estimated 92Mt of marketable reserves. The project development plans consists of an initial 0.5Mtpa open-cut mine, expanding to 1.15Mtpa and subsequently to 2.9Mtpa operation. The life expectancy of the project ranges from 30 to 40 years depending on the size of the operation. The mine is located next to existing rail infrastructure which could provide access to two ports. Power supply could be supplied from a nearby power plant or on-site via diesel generators. Water supply is expected to be 500ML pa which can be sourced from an extension of an existing water pipeline from the Jellinbah mine or a direct pipeline from the McKenzie River. Workers accommodation can be sourced from the nearby town of Dingo. This project was put on hold by the Group in 2013 in order to prioritise funding for the Springsure Creek Project. As advised in Section 4.2.2, we have accepted an offer for the sale of the Dingo West Project which we anticipate will complete shortly after this Report. In event the sale does not complete and it is terminated, we will revert to the other bidders.


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6.4 Other tenements

In addition to the three main projects (Springsure Creek, South Galilee and Dingo West), the Group holds a diversified portfolio of early stage tenements, comprising:

Sole owner Tenement Project Project and/or resource type

Advocate

EPM 17568 EPM 17932

Planet Creek Planet Creek 2

Bentonite deposits overlying Arcadia Bentonite deposits overlying Arcadia

Arcadia EPC 1742

Arcadia Underground thermal coal

BOS

EPM 16553 EPM 16666 EPM 16667 EPM 16668 EPM 17567

Mt Bison Toolabuc South Duaringa North Proserpine Plevna

Oil shale Oil shale Oil shale Oil shale Oil shale

Carnarvon EPC 1189 EPC 1195

Carnarvon North Carnarvon

Underground thermal coal Underground thermal coal

Fernlee EPC 1103 EPC 1185

Fernlee Fernlee North

Underground / open-cut thermal coal Underground / open-cut thermal coal

SCC EPC 1221 EPC 1131 EPC 1140

Arcturus Gemini Denison

Underground / open-cut thermal coal Underground thermal coal Underground / open-cut thermal coal

Waitara

EPC 1197

Wanella Underground coking and/or PCI coal

The above projects were also available for purchase in our sale process. As at the date of this report we have received acceptable offers for four of the above tenements, being:

Arcadia – EPC 1742

Advocate – EPM 17568 (Planet Creek) and 17932 (Planet Creek 2)

Fernlee – EPC 1103. We anticipate completing the sales by mid-2016. We will release further details regarding the sales once they complete due to their commercially sensitive nature. We have continued to maintain all the tenements throughout the Administration period and the sale process. We will reassess the sale process and the commercial benefits of maintaining these tenements subject to the outcome of the Second Meetings to be held on 30 March 2016.

6.5 Cash and cash equivalents

6.5.1 Cash

We received $41.5m cash from BEL’s bank accounts. BEL also holds cash on hand in various currencies for international business travel purposes. The total of this foreign cash on hand is approximately $3k when converted to AUD.

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6.5.2 Term deposits and bank guarantees

A summary of the bank guarantees provided by companies in the Group is detailed in the table below. All bank guarantees relating to BEL had cash-backing with term deposits held by BEL. The bank guarantees relating to SCC were issued by Credit Suisse which held cash collateral of $17.3m provided by SCC. We have recovered one term deposit to date totalling $285k following the relinquishment of a WICET bank guarantee. We are pursuing the relinquishment of the three outstanding bank guarantees as detailed below:

Company (Grantor)

Company / Beneficiary

Issued in connection with

Notes Amount $’000

Current status

SCC WICET ToP Port Agreement 1 52,000 Drawn

Aurizon Network WIRP Deed 2 15,300 Drawn

BEL GPC Port Services Agreement 3 4,055 Outstanding

Pacific National Coal Haulage Agreement 4 848 Drawn

LT & MJ Hanrahan Deferred consideration on property acquisition

5 500 Outstanding

WICET Stage 2 feasibility study 6 285 Relinquished

Harburg Investments Office bond (level 6) 7 145 Drawn

Harburg Investments Office bond (level 4) 7 132 Drawn

ANZ Bank Credit cards 8 52 Outstanding

Notes

1. WICET served a demand under the Credit Suisse guarantee on 19 May 2015 for the full amount. This was paid by Credit Suisse. The borrower is SCC

2. Aurizon Network served a demand under the Credit Suisse guarantee on 1 June 2015 for the full amount. This was paid by Credit Suisse. The borrower is SCC

3. GPC is the beneficiary of a cash backed guarantee of $4.055m which is held by way of a term deposit in the name of BEL. To date GPC has yet to submit a claim. Further information on GPC and the Port Services Agreement is detailed in Section 7.3.4

4. Pacific National served a demand under an ANZ Bank guarantee on 2 December 2014 for the full amount. This was paid by ANZ Bank

5. LT & MJ Hanrahan hold an ANZ Bank guarantee in respect of the deferred consideration payable by SPH on the acquisition of the Palari property. The balance of $500k is to be paid by SPH in July 2019. We are seeking an early release of this guarantee from the vendor

6. WICET relinquished the bank guarantee it held in respect of a deposit to fund feasibility studies for Stage 2 of WICET. BEL’s cash-backed term deposit was released in March 2015

7. Harburg Investments served notice it was drawing the security bonds in respect of the leased offices. The first was drawn following our decision not to exercise our property rights in respect of the Level 6 office in October 2014. The second bond was drawn following a renegotiation of the lease for the Level 4 office in October 2015. The savings generated under the renegotiated lease exceed the value of the security bond released

8. ANZ Bank holds a bank guarantee of $52k which backs its credit card facilities to BEL. This will be recovered now that the credit card facilities have been cancelled.

6.5.3 Refunds

We have recovered $153k in refunds of which $144k relates to unfulfilled contract activities from Samsung C&T.

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6.5.4 Tenement financial assurances and security bonds

In order to obtain various tenements, the Group had to provide security deposits and financial assurances for environmental purposes on certain tenements. A summary of these deposits is detailed below: Company Tenement FA

held Total

Advocate EPM17568 $2,500

EPM17932 $2,500 $5,000

Alpha EPC 1179 $2,500

EPC 1180 $2,500 $5,000

Arcadia EPC1742 $2,500 $2,500

BOS EPM16553 $2,500

EPM16666 $2,500

EPM16667 $2,500

EPM16668 $2,500

EPM17567 $2,500 $12,500

Carnarvon EPC1189 $2,500

EPC1195 $2,500 $5,000

DW Coal EPC881 $2,500 $2,500

Fernlee EPC1103 $40,000

EPC1185 $2,500 $42,500

SCC EPC891 $72,500

EPC1131 $2,500

EPC1221 $2,500

EPC1140 $2,500 $80,000

Waitara EPC1197 $2,500 $2,500

Total financial assurances held

$157,500

These deposits may be recoverable, in part or in full, upon the sale or successful relinquishment of the tenements. The refund of these deposits is subject to DNRM and DEHP review and approval. Given the contingent nature of the refund, we do not anticipate any recoveries from this source.

6.6 Other tangible assets

6.6.1 Emerald Property and contents

BEL owns a property located in Emerald, including its contents. The property was leased to a former employee who vacated the property at the end of 2015. In early 2016 the property was subject to flood damage. Our insurer is currently assessing the claim and the repair works have commenced. We are advised by the repairer that the Property is not in a liveable and or saleable condition. We intend to realise the Property once the repairs are completed.

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We anticipate an insurance settlement for the damaged contents in the Emerald Property. Prior to the flood damage, we accepted an offer from the former tenant for various contents in the property upon departure. We have realised $1.9k from this source. During the term of the lease period we received $3.5k in rental income. 6.6.2 Vehicle

We sold a 2011 Toyota Kluger owned by BEL for $25.5k in December 2015. 6.6.3 Office equipment, fixtures and furnishings

Notwithstanding our ongoing trading, we have accepted some individual offers for various assets located at the main office of BEL. The office equipment sales to date total $1.6k. The remainder of the office equipment, fixtures and furnishings have a nominal value after costs of sale. We do not anticipate any further recoveries from this source.

6.7 Other intangible assets

BEL’s listed shell on the ASX and its Group tax losses may be of interest to any party that wishes to list on the ASX and potentially obtain the benefit of these. We engaged PricewaterhouseCoopers to review the tax position of the Group and have submitted an amended income tax return for unclaimed R&D credits of $653k. The ATO has subsequently approved the claim and we await receipt of same.

6.8 Operating summary / Receipts and payments

A detailed summary of the receipts and payments of each company in the Group is detailed in Appendix D. Our high level comments on the operating activities are detailed under the headings below. 6.8.1 Operating receipts

The key operating receipts relate to interest income generated from the cash held in the BEL Administration bank accounts. BEL has generated interest income in excess of $1.5m as at March 2016. In addition, we received reimbursements of $625k to date from the Receivers in respect of their utilisation of certain BEL employees which were retained during the Administration period. 6.8.2 Operating payments

We initially retained the 18 BEL employees, including the BEL office, in order to assist with the sale process of the Group’s assets. Throughout the Administration period and the progression of the sale process, we have terminated 14 employees and paid circa $1.1m in priority creditor claims. The total payments to employees to date are circa $3m (net of termination costs paid to date), which is partially offset by the $625k in reimbursements from the Receivers. We have incurred $1.6m in respect of the sale process to date, of which circa $1.2m is in respect of the sale agent, Macquarie. The balance is in respect of other consultants and service providers. We have maintained all the tenements of the Group throughout the sale process. Tenement related expenses to date are circa $1.2m, of which $856k relates to cash calls in respect of Alpha’s JV interest in the South Galilee Project. The tenement related expenses have been reflected as loans from BEL to the relevant subsidiaries which are the registered owner of the tenements. This is in line with the Group’s historic treatment of maintaining the tenements. The other key expenses to date comprise the Administration fees ($2.6m) and disbursements ($62k), as well as legal fees ($1.7m). Further information in respect of the Administrators’ fees is detailed in the Remuneration Reports enclosed at Appendix X.

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7. Creditors

The only known creditors within the Group, other than intercompany creditors, are in respect of BEL, BC, SCC and SPH. A summary of the creditor position in respect of these four companies is detailed below:

Company / creditor class No. creditors

Amount $'000

BEL

Secured creditor claims 0 - Priority creditor claims 4 470 Unsecured creditor claims

WICET 1 602,060

Credit Suisse 1 65,026

Intercompany creditors 2 6,883

Other unsecured creditors 20 3,228

Total creditors 28 677,667

BC

Secured creditor claims 0 - Unsecured creditor claims

Credit Suisse 1 65,026


Other unsecured creditors 0 -


SCC

Secured creditor claims 1 65,026 Unsecured creditor claims

WICET 1 602,060

Aurizon Network 1 29,700


Other unsecured creditors 15 600

Contingent creditor claims 3 Unknown


SPH

Secured creditor claims 1 65,026 Unsecured creditor claims


Other unsecured creditors 1 500


Grand Total for BEL, BC, SCC and SPH 58 1,616,239

Total excluding duplicated guarantee claims

819,100

Total excluding duplicated guarantee claims

701,584

and intercompany creditors

Further details on the creditors summarised by their respective creditor class is detailed under the headings below.

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7.1 Secured creditors

A ‘secured creditor’ is a creditor that holds a security interest over some or all of a company’s assets. The security interest must generally be registered on the Personal Property Securities Register (PPSR) or, in the case of land and buildings, at the relevant Land Titles Office. Security interests can be over:

circulating assets (formerly known as ‘floating’ assets) e.g. cash, debtors, stock

non-circulating assets (formerly known as ‘fixed’ assets) e.g. property, plant and equipment, land, goodwill and rights to dividends.

A search of the PPSR revealed the following security interests over the Group’s assets on the respective dates of Administration. All other companies within the Group did not have any registered security interests:

Company (Grantor)

Creditor No. of

security interests

APAAP Current status

BEL Credit Suisse 2 0 Ongoing

Macquarie Leasing Pty Ltd 1 0 Discharged

Konica Minolta Business Solutions Australia Pty Ltd

1 0 Discharged

STL Holdings Pty Ltd 5 0 Discharged

BC Credit Suisse 2 0 Ongoing

SCC Credit Suisse 2 1 Ongoing

SPH Credit Suisse 1 1 Ongoing

The now ‘discharged’ registrations listed above were all due for discharge upon the date of Administration, except for one registration by STL Holdings Pty Ltd. This related to a vehicle which was returned to the secured creditor and resulted in the subsequent discharge. The ongoing registrations all relate to Credit Suisse who is the only known secured creditor within the Group. Credit Suisse’s registrations relate to the following:

BEL – All shares in SPH and all after acquired share capital

BC – All shares in SCC and all after acquired share capital

SCC – APAAP and the cash cover account

SPH – APAAP. Credit Suisse’s secured debt in SCC arose in respect of the Guarantee Facilities Agreement (GFA) dated 29 June 2012 which provided the following bank guarantees totalling $67.3m:

$52.0m under the ToP agreement with WICET

$15.3m under the WIRP Deed with Aurizon Network. SCC provided $17.3m in cash collateral to secure the Credit Suisse GFA, therefore limiting the guarantee exposure to $50.0m. Credit Suisse’s secured debt in SPH arose in respect of the Amendment Deed dated 11 February 2014 which, amongst other things, added SPH as a party to the GFA in return for Credit Suisse amending certain terms of the GFA and continuing to provide SCC the facilities pursuant to the GFA.

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Credit Suisse called on the full cash collateral of $17.3m following the beneficiaries demanding payment under the guarantees in May and June 2015. Credit Suisse advised its secured debt was in excess of $65m as at 10 February 2016 which includes interest, fees and Receivership costs which Credit Suisse continues to accrue. Figure 4 below provides a graphical representation of Credit Suisse’s security arrangement:

Figure 4:

During the term of the GFA, Credit Suisse agreed to the following amendments:

April 2013 – agreed to permit the sale of the Wiggins Island Preference Shares (WIPS) by the Group (BEL) in order to provide liquidity

May 2013 – agreed to amend the definition of the Review Event from 30 June 2013 to 31 December 2013

October 2013 – agreed to further amend the definition of the Review Event from 31 December 2013 to 30 April 2014 in exchange for:

- Inclusion of a mortgage over Denlo Park as security

- Inclusion of security over BEL’s shares in SPH (as the owner of Denlo Park). On 6 June 2014 Credit Suisse advised that in order for the terms of the GFA to be restructured it required:

Reduction of the net exposure from $50m to between nil to $25m

An undertaking that unencumbered available cash would not fall below the amount of the net exposure until additional binding financial commitments were obtained.

The Group was unable to reach an agreement with Credit Suisse prior to Administration. Credit Suisse appointed Receivers over SCC and SPH on 21 October 2014. On 16 February 2015, SCC and SPH were formally served with a Court Application for orders that Credit Suisse:

is owed a debt of $51m as at 15 October 2014

is entitled to interest on the above debt from 15 October 2014

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has an equitable mortgage over the properties owned by SPH

be granted leave of the Court to commence the proceedings against SCC and SPH notwithstanding the moratorium on commencing proceedings against companies in administration.

Prior to formally serving the Court Application, Credit Suisse requested our consent to Orders under s440D of the Act. We did not give our consent to the Orders because:

the basis for the orders sought was not demonstrated to us, and

it was not clear that the commencement of the proceedings were in the best interests of creditors as a whole given uncertainty regarding Credit Suisse’s ability to enforce its security over the properties owned by SPH.

The Application came before the Court for directions on 31 March 2015 following which:

Credit Suisse amended its claim to only pursue an equitable mortgage over the SPH properties on 10 April 2015

the Administrators filed their defence on 8 May 2015

Credit Suisse filed its reply on 22 May 2015

The Administrators provided their documents disclosure on 19 June 2015

Credit Suisse provide their documents disclosure on 9 November 2015

The parties provided proposed directions to the Court which were approved and ordered by the Court on 24 November 2015.

The Court directions provide for a mediation proceeding to be held on or by 18 March 2016. Failing a settlement of the dispute via mediation, the parties are to file a request for a trial by 28 April 2016, with the trial date to be confirmed by the Court. We confirm no mediation proceeding was held.

7.2 Priority creditors

Outstanding employee entitlements have a priority for payment over other creditors. BEL had 18 employees as at the date of Administration. No other company in the Group had any known employees or priority creditors. The table below details all known outstanding employee entitlements, excluding any amounts that may become payable under incentive plans, based on BEL’s books and records as at the date of Administration:

Priority creditors’ claims of BEL Amount

$’000

Wages, payment in lieu of notice and redundancy 1,234

Annual leave 158

Superannuation 90

Total priority creditors’ claims of BEL 1,482

The above table includes $3,500 of excluded employee claims relating to one director. Directors are defined in the Act as ‘Excluded Employees‘ which limits their priority entitlements to $2,000 for wages and superannuation, and $1,500 for unpaid annual leave and long service leave. The balance of the excluded entitlements rank as an unsecured claim. Of the 18 employees, 14 have since been terminated and we have paid circa $1.1m in priority creditor claims. The balance is likely to be paid in full upon termination of the final four employees.

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7.3 Unsecured creditors

Comments regarding the Group’s key creditors by value are detailed under the headings below. The figures are based on the Group’s books and records, the Directors’ RATA’s and formal proofs of debt, and correspondence from the creditors. The remaining companies in the Group either have no creditors or the only known creditor(s) relate to intercompany debts. The creditor position of the remaining companies is detailed in Appendices E to W. 7.3.1 WICET

WICET primarily has a claim against SCC for the termination payment under the ToP Agreement. WICET has submitted a proof of debt for $602m, which includes SCC’s future share of operating and finance costs for the 10 year agreement. WICET is obligated to mitigate the losses from the ToP Agreement and as such the final value of this claim is unknown. BEL is a guarantor under the ToP Agreement and as such is also jointly liable for this debt. 7.3.2 Credit Suisse

As detailed in Section 7.1 Credit Suisse has APAAP registrations over SCC and SPH as well as share mortgages over BEL’s and BC’s shares in SPH and SCC respectively. Credit Suisse advised its debt as at 10 February 2016 was in excess of $65m, inclusive of fees, interest and Receivership charges which Credit Suisse is continuing to accrue. Any balance of Credit Suisse’s debt represents an unsecured claim against BEL, BC, SCC and SPH. We have yet to formally adjudicate on Credit Suisse’s claim and will review this further prior to any dividend distribution to creditors. 7.3.3 Aurizon Network

Aurizon Network has submitted a proof of debt in SCC for $45.0m which represents the following claims in respect of the WIRP Deed:

Any amount due and payable at date of termination

Present value at the date of termination of aggregate WIRP fees and optimisation fees. The current proof of debt does not take into account the subsequent calling of a bank guarantee totalling $15.3m which would reduce the claim to $29.7m. Further, contingency clauses in respect of the WIRP Deed may increase the debt. 7.3.4 Gladstone Port Corporation Limited

GPC has yet to submit a claim, however we note a contingent claim may exist against SCC in respect of the Port Services Agreement whereby SCC was liable for a share of any amounts of ongoing capital expenditure planned and/or incurred by GPC throughout the duration of the Agreement. These future costs are currently unknown and GPC continues to hold a cash-backed bank guarantee in its favour in excess of $4m in respect of the Port Services Agreement. BEL is a guarantor under the GPC Agreement and would be jointly liable in respect of any debt. 7.3.5 Pacific National

Pacific National has yet to submit a claim, however we note a contingent claim may exist against SCC in respect of the termination of a Haul Agreement which had yet to commence. Pacific National has drawn a bank guarantee it held for $848k in respect of the above Agreement.

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7.3.6 Acacia Coal

Acacia Coal Limited has yet to submit a claim, however we note a contingent claim may exist against SCC in respect of the Triumph Creek Infrastructure Development Agreement only. The above companies also entered into a second contract, being the Triumph Creek Infrastructure Operating Agreement. This contract had yet to commence and it is our opinion that no claim is likely to arise. In addition to the above, BEL also issued 20,000,000 share options to Acacia Coal Limited. The share options have not yet vested and are considered to have no market value given the administration of BEL. 7.3.7 Intercompany creditors

The Group was funded by the cash held by BEL. The majority of subsidiaries hold intercompany debts with BEL as well as other subsidiaries. Two companies, DJB Coal and TOE, have no known intercompany debts to other subsidiaries as they were acquired by the Group and remained dormant. The Group’s records show the following intercompany debts position as at the date BEL was placed into Administration. There was no known movement in the intercompany position up until the Remaining Subsidiaries were placed into Administration:

Company Amount $’000

BEL 111,028

BC (10,804)

SCC (72,652)

SPH (24,912)

Advocate (72)

Alpha (4,176)

Arcadia (1,803)

BOS (503)

Carnarvon (207)

Denison (0)

DW Coal (11,972)

DW Property -

DJB Coal 15,533

Enterprise (4)

Fernlee (917)

Gemini (3)

SAH -

TOE 2,385

Waitara (918)

All the companies in the Group are net creditors except for BEL, DJB Coal and TOE, of which DJB Coal and TOE have no known creditors.

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8. Financial Background

The Group prepared consolidated annual financial statements (audited) and monthly management accounts (unaudited). The last audited financial statements are for FY14 and were lodged by the Administrators on 10 March 2015. A summary of the Group’s consolidated financial performance and financial position is summarised below. The summaries for the individual companies in the Group are detailed in Appendices E to W which includes:

an overview of each company’s role in the Group, including its statutory information

a summary of the company’s assets and liabilities

a summary of the company’s historical financial performance and position

a summary of the RATA as prepared by the director(s)

an overview on the estimated return to creditors.

8.1 Group Financial Performance

A summary of the Group’s financial performance over the last three financial years prior to our appointment is detailed below:

The Group’s financial performance

for the period:

Notes FY12

Audited

$’000

FY13

Audited

$’000

FY14

Audited

$’000

Revenue 1 17,039 12,120 3,812

Expenses

Employee expenses 2 (3,920) (6,106) (6,294)

Share based payment expenses (778) (398) (518)

Impairment expenses 3 (4,121) (2,620) (49)

Depreciation and amortisation (88) (105) (130)

Administration expenses 4 (4,145) (6,712) (4,531)

Other expenses (88) (91) (157)

Finance expenses 5 (799) (3,678) (4,083)

Total expenses (13,939) (19,710) (15,762)

Net profit/(loss) before tax 3,100 (7,590) (11,950)

Source: The Group’s audited Financial Statements

Notes

1. Revenue is substantially made up of:

- interest received from financial institutions, including receipts associated with the WIPS sale

proceeds (in FY13) and South Galilee JV interest (50% share)

- rental income from properties and water

2. Employee costs increased from $3.9m in FY12 to $6.3m in FY14 as a result of BEL

implementing a revised remuneration policy in FY13 which included:

- long term incentive plan for executives and other key personnel

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- entering into new executive service agreements with the Managing Director and senior

executives

3. Impairment expenses primarily relate to the revaluation of the WIPS, being the preference shares

BEL held in WICET

4. The increase in administration expenses in FY13 was substantially an increase in transaction

service fees of $1.2m, consultancy fees $0.3m and legal fees of $0.9m as a result of engaging

JPMorgan to conduct an EOI campaign for a JV partner, negotiations regarding the sale of the

WIPS and various costs regarding MLa’s respectively

5. The increase in finance costs of $3.3m from FY12 to FY14 was in relation to Credit Suisse bank

guarantees obtained to secure user capacity commitments with WICET, Aurizon Network and

GPC.

8.2 Group Financial Position

A summary of the Group’s Balance Sheet over the last three financial years prior to our appointment is detailed below:

The Group’s financial position

as at the end of:

Notes FY12

Audited

$’000

FY13

Audited

$’000

FY14

Audited

$’000

Current assets

Cash and cash equivalents 1 114,918 74,479 72,432

Other current assets 2 43,162 49,773 1,794

Total current assets 158,080 124,252 74,226

Non-current assets

Trade and other receivables 3 591 610 625

Property, plant and equipment 4 9,217 9,418 24,265

Exploration and evaluation assets 43,673 67,023 90,978

Intangible assets 5 - 2,363 2,363

Other non-current assets 216 182 179

Total non-current assets 53,697 79,596 118,410

Total assets 211,777 203,848 192,636

Current liabilities

Trade and other payables 6 4,711 2,760 2,886

Employee benefits 190 194 273

Total current liabilities 4,901 2,954 3,159

Total non-current liabilities (employees) 9 17 33

Total liabilities 4,910 2,971 3,192

Net assets 206,867 200,877 189,444

Equity

Issued capital 217,484 217,484 217,484

Reserves 2,523 1,714 2,003

Retained earnings (13,140) (18,321) (30,002)

Total Equity 206,867 200,877 189,444

Source: The Group’s audited Financial Statements. Note the movement in the retained earnings does not reconcile to the net

profit in the statement of financial performance. The differences are immaterial.

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Notes

1. Cash and cash equivalents decreased by $40m from FY12 to FY13 due to:

- operating outflows totalling $16m of which $12.5m related to supplier payments

- investment outflows totalling $24m of which $21.5m related to exploration activities

Cash and cash equivalents did not materially decrease from FY13 to FY14 as a result of

receiving the proceeds from sale of the WIPS totalling $47.1m. However, cash outflows largely

related to:

- operating outflows totalling $12m which related to supplier payments

- investment outflows totalling $37m of which $22m related to exploration activities and $15m

related to property, plant and equipment

2. Other current assets consist of:

- receivables from term deposits, GST and rental income

- assets held for sale, being the WIPS which was sold for $47.1m on 8 July 2013

- prepayments

- security deposits

- current assets held by joint operation

3. The receivables balance as at 30 June 2014 primarily represents feasibility funding for expansion

stages of WICET, which is repayable to the Group on financial close of expansion stage WEXP2,

subject to sufficient funds being available

4. The increase in property, plant and equipment is a result of acquiring freehold land

5. Water access rights were acquired in FY13 for $2.175m plus on-costs

6. Sundry payables and accrued expenses decreased from FY12 as the Group reduced spending

which led to a reduction in trade payables.


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9. Investigations

Key comments

Whilst our investigations are not complete, we summarise our findings below:

The Group exhibited signs of financial distress throughout 2013 largely due to:

- Approval delays for the Springsure Creek Project, including landowner objections to granting MLa 70486

- Significant downturn in the market price for coal

- Difficulty with raising additional funding without MLa 70486 being granted

- Inability to extend facilities with the Group’s existing financiers or source alternative financiers

- The Group was facing the commencement of ToP obligations for port and rail infrastructure within the next 12 to 18 months

Our preliminary view is that the Group may have been insolvent from December 2013 at which time:

- The QLD Government had recently introduced new legislation impacting the process to resolve land conflicts between resource projects and agricultural land use

- The Group had received advice from the QLD Government that the recent legislative changes would likely result in delays to receiving the MLA for the Springsure Creek Project until June 2014

- The delay to receiving the MLA for the Springsure Creek Project would also likely mean that the Group would trigger a review event under the GFA with Credit Suisse in March 2014

- In earlier discussions, Credit Suisse had indicated that it would require a further $25m in cash as security for its existing GFA should there be a review event triggered under the GFA

- In November 2013 the Board approved a future payment to Origin Energy, on behalf of the overlapping tenure holders, totalling $7.5m as compensation for consenting to the MLA for the Springsure Creek Project

- The above contingent liabilities had not been included in the cash flow forecasts presented to the Board. If included, the December 2013 cash flow forecast would have showed the Group had a forecast liquidity shortfall in the next 12 months without additional funding

BEL’s cash balances depleted by $42m in the nine months from January 2014 ($83.5m) to 22 September 2014 ($41.5m). Key payments made during this period comprised:

- Property acquisitions and land compensation agreements ($16.5m)

- Development activities of tenement projects ($12.5m)

- Exploration activities of tenements projects ($6m)

- Ongoing trading expenses, including suppliers and employees ($8.5m).

Further investigations would be required by a liquidator (if appointed) in order to reach a conclusion on insolvent trading. Additionally, creditors should note that insolvent trading claims are difficult and costly to pursue, and even if successful they may not generate a return to creditors.

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The Group prepared its accounts on a consolidated basis. BEL held the cash for the Group and provided intercompany loans to meet the liabilities of the subsidiaries. It could be considered relevant that if a company is part of a corporate group and has the support of other companies in the Group, and those companies are themselves solvent and capable of providing that support, in terms of the solvency of a company. Therefore, as the subsidiary companies were dependent on BEL to provide financial support, the subsidiary companies could be considered insolvent or likely to become insolvent simultaneously if BEL is deemed to be insolvent. We have conducted investigations into the reasons for the Group’s failure. Our investigations will be concluded should creditors vote to wind up the companies in the Group at the Second Meetings. A liquidator has greater powers to undertake investigations and pursue recoveries than an administrator or deed administrator. We have based our investigations and opinions on information obtained from:

books and records, including management reports and board reports

accounting and information systems used within the business

directors, officers, management and key staff members

external professional reports and audit reports

publicly available information from ASIC and the ASX.

9.1 Directors’ explanation for the Group’s difficulties

We have summarised commentary provided to us by the Group’s Managing Director regarding the reasons for the Group’s financial position:

The Group’s inability to raise funds to continue to progress development of the Springsure Creek Project to enable the company to meet ToP obligations at WICET

The approval process for the MLA at the Springsure Creek Coal Project was delayed due to extended assessment by the QLD Government which a number of potential investors cited as one of the key reasons for not wanting to provide additional capital

Continued deterioration of global thermal coal markets from 2012 to late 2014 (and beyond) which also impacted the willingness of investors to provide further funding

The Group’s inability to obtain additional funding throughout 2013 and 2014

Inability to renegotiate deferral of ToP obligations with WICET and its other shareholders, and a standstill arrangement with Credit Suisse under the Facility Agreement

Lack of funding solutions which were acceptable to the Board.

9.2 Administrators’ opinion of the reasons for the Group’s difficulties

In addition to the Directors’ stated reasons for the Group’s current financial position, in our opinion the following factors are also relevant:

Forecast landowner compensation costs required to obtain the MLA for the Springsure Creek Project had increased materially from initial estimates (although, we note the total amount of compensation had not yet been determined at the time of our appointment)

Delays and uncertainty regarding timing for obtaining the MLA for the Springsure Creek Project largely due to remaining objections or compensation demands from landowners

Insufficient liquidity and lack of options to generate sufficient cash from internal sources

Unwillingness of key shareholders to support solutions which would have resulted in a substantial dilution of existing equity.

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9.3 Insolvency

Our preliminary view is that the Group may have become insolvent from December 2013. A company is insolvent if it is unable to pay its debts as and when they become due and payable. Liquidators are required to demonstrate that a company is insolvent in order to pursue certain recovery proceedings (see Section 10). In the course of our investigations we have analysed the following as indicators of insolvency:

Potential funding required to meet landowner compensation agreements, ToP obligations and other costs to progress the Springsure Creek Project

Discussions with Credit Suisse regarding potential breaches and/or review events under the GFA, and Credit Suisse’s requirements for ongoing support

Timing to obtain a MLA for the Springsure Creek Project

Any alternative funding sources

Forecast working capital and liquidity deficiencies. We have focused our assessment on the consolidated position of the Group, as:

the Group operated a single bank account for trading purposes

the Group relied on the financial support of BEL, therefore the Group is insolvent when BEL can no longer fund the operations of the Group.

9.3.1 Date of insolvency

It is difficult to provide a precise date of insolvency. The primary method of testing solvency is the cash flow test, which is supported by the balance sheet test. These are considered in detail in Sections 9.3.2 and 9.3.3 below. Our preliminary view is the Group may have been insolvent from December 2013. 9.3.2 Cash flow test

The cash flow test is a measure of a company’s ability to pay its liabilities from available resources as and when they fall due. Key events evidencing an inability to meet debts as and when they fell due The available books and records indicate that the Group was not able to pay its debts as when they fall due from April 2014 but possibly from December 2013 due to:

The Group’s 15 month cash flow forecast presented to the Board in December 2013 disclosed the Group was expected to experience a liquidity shortfall by January 2015. This forecast however excluded some material payments which may have been due in or around June 2014 including:

- $25m which Credit Suisse indicated was required as further security to its existing debt upon the Group’s cash balance falling below $50m. We note that this did not occur

- $7.5m due to Origin Energy whose consent was required to the MLA for the Springsure Creek Project. This payment also did not occur

The Group’s cash flow forecast presented to the Board in April 2014 indicated the Group was likely to experience a liquidity shortfall by September 2014 without additional capital raising

The Group’s financial advisor, JPMorgan, had indicated in November 2013 that the Group’s ability to obtain equity funding before granting of MLA 70486 for the Springsure Creek Project would be challenging.

From our investigations, we do not consider that the financial reports, including cashflow forecasts, were materially misstated.

44

Working capital and net current assets Working capital is an indicator of liquid assets available to pay debts due within 12 months. A working capital ratio of less than one indicates that a company may not be able to pay its debts as and when they fall due. Our preliminary analysis of the Group records relating to working capital and net current assets did not disclose immediate liquidity issues. The Group reported as follows:

FY12

$’000

FY13

$’000

FY14

$’000

Current assets 158,080 124,252 74,226

Current liabilities (4,901) (2,954) (3,117)

Working capital

(Current assets less current liabilities)

153,179 121,298 71,109

Working capital/liquidity ratio

(Current assets/current liabilities)

32.3 42.06 23.8

Whilst the audited financial accounts do not disclose immediate liquidity issues, we note that the following liabilities were not accounted for in the Group’s balance sheet:

Compensation payments to landowners required to obtain the MLA for the Springsure Creek Project, as these are contingent on the MLA being granted

Costs of MLa 70486, including possible Land Court proceedings

WICET ToP obligations (forecast to be due within 12 months from the 30 June 2014 reporting date)

Payment to Credit Suisse for additional security for its existing debts. Inclusion of the above liabilities would have highlighted a greater level of distress and liquidity pressures at 30 June 2014 although we note that the Board considered the impact of these potential liabilities. Short term cash flow forecast A key factor in determining whether the Group was insolvent will be to establish when it was no longer reasonable for the Directors to believe that the avenues they were pursuing would generate sufficient funding to allow the Group to pay its debts. Monthly cash flow forecasts were presented to the Board on a regular basis and discussed at Board meetings. We have summarised the forecast cash positions based on cash flow forecasts presented to the Board between November 2013 and August 2014.

45

Cash flow forecasts presented to the Board Figure 5 below provides a graphical representation of the cash flow forecast presented to the Board from November 2013 to August 2014: Figure 5:

Cash flow forecasts presented to the Board from December 2013 to August 2014 did not include the following potential payments which had been brought to the Board’s attention by December 2013:

$25m payment which Credit Suisse indicated would be provided following a review event under the General Facility Agreement which was expected to be triggered in March 2014

$7.5m payment to Origin Energy which had been approved by the Board in November 2013. If either of the above payments had been included in the cash flow forecast presented to the Board from December 2013, the Group was expected to experience a liquidity shortfall in the next 12 months without additional funding. 9.3.3 Balance sheet test

The balance sheet test assesses the solvency of a company with reference to the Group’s net asset position (i.e. the level of total assets relative to total liabilities). Our review of the financial records has found that the Group’s reported net asset position was positive throughout the period under review (i.e. from FY12 to FY14).

FY12

$’000

FY13

$’000

FY14

$’000

Total assets 211,777 203,848 192,636

Total liabilities (4,910) (2,971) (3,150)

Net assets 206,867 200,877 189,486

The total assets in the FY14 balance sheet included intangible assets of $90m. These are in respect of the capitalised exploration, evaluation, design and procurement tenement activities.

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We note the balance sheet did not include a number of contingent liabilities and the balance sheet test alone is not a sufficient indicator of solvency. 9.3.4 Other indicators of insolvency

Determining whether a company is insolvent (and the date at which insolvency occurred) is difficult and is ultimately a matter for the courts to decide based on the subjective circumstances in individual cases. The courts have identified fourteen general indicators of insolvency that are considered further in ASIC Regulatory Guide 217. Our investigations to date have identified that six of these indicators apply, or may apply, to the Group, as summarised below, however these are not conclusive as to the timing of insolvency:

Indicator Present Comment

Continuing trading losses Yes The Group was undertaking significant exploration and development work without equivalent revenue and therefore had reported net losses of $7.6m and $11.9m in FY13 and FY14, respectively

Liquidity ratio below one No Whilst the Group had positive liquidity ratios during the period under review, there were large contingent liabilities which would have shown significant stress and liquidity pressures which were not evident based on reviewing balance sheet liquidity at various points in time

Overdue Commonwealth and state taxes

No The Group met its tax obligations on time

Poor relationship with borrower/financier including inability to borrow additional funds

Yes Credit Suisse had declined to advance further funds and requested additional cash as security for its existing debts

No access to alternative finance Yes The Group had engaged National Australia Bank to assist in obtaining alternative finance which was unsuccessful

Inability to raise further equity Yes The Group, with assistance from JPMorgan, had approached a large number of parties regarding potential equity funding which was unsuccessful

Supplier placing debtor on COD terms, otherwise demanding special payments before resuming supply

Yes One of the Group’s major contracts, Samsung C&T, required an advanced payment of $1.1m to commence work

Creditors outside trading terms No None identified

Issuing of post-dated cheques No None identified

Dishonoured cheques No None identified

Special arrangements with selected creditors

No None identified

Legal action threatened or commenced, or judgements entered against the Group

No Whilst SCC was involved in legal action related to landowner objections to the MLA for the Springsure Creek Project, no legal action has been identified in relation to trade creditors

Payments to creditors of rounded figures, which are irreconcilable to specific invoices

No None identified

Inability to produce timely and accurate financial information to display the Group trading performance and financial position, and make reliable forecasts

No The Group produced timely and accurate financial information

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9.3.5 Proving insolvency

Additional investigations into the Group’s solvency will be conducted by a liquidator should the Group be wound up. Determining if and when the Group became insolvent is a costly and complex exercise, involving a detailed review of the Group’s financial position, cash flow forecasts, and other relevant information. In some cases, even if there is a successful claim against the Directors it may not generate an additional return for creditors due to the time and costs involved.

9.4 Legal actions

Below is a summary of legal actions which were either current at the date of our appointment or have commenced since:

Six proceedings in the Land Court against SCC seeking compensation to resolve objections to the grant of the MLA for the Springsure Creek Project. These proceedings have been controlled by the Receivers since their appointment

The Credit Suisse proceedings as detailed in Section 7.1.

9.5 Outstanding or previous winding up applications

We are not aware of any outstanding or previous winding up applications against any of the companies in the Group.

9.6 Books and records

Failure to maintain books and records may give rise to a presumption of insolvency pursuant to s588E (4) of the Act. Our opinion is that the Group maintained adequate books and records pursuant to Section 286 of the Act. A company must keep written financial records that:

correctly record and explain its transactions, financial position and performance

would enable true and fair financial statements to be prepared and audited

must be kept for seven years after the transactions covered by the records are completed. A liquidator (if appointed) will continue investigations into whether any breaches of the Act have occurred in relation to the maintenance of proper books and records, including:

failure to keep proper financial records (s286)

failure to take all reasonable steps to comply with financial records reporting requirements (s344)

requiring officers to exercise a reasonable degree of care and diligence in the exercise of their powers and discharge of their duties (s180).


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10. Offences and potential liquidation recoveries

Key comments

While our investigations are not finalised, we summarise our findings below:

As outlined in the previous section, our investigations indicate the Group may have traded whilst insolvent from December 2013

We have identified a payment to a supplier (Samsung C&T) in the amount of $956k which appears to be preferential in nature

We have not conclusively identified any contraventions by the Directors or others (excluding possible insolvent trading), but additional investigations would be undertaken in the event of liquidation.

A Liquidator has the ability pursue certain claims that may result in recoveries for creditors. Importantly, these claims are not available to a Deed Administrator should creditors vote to execute a DOCA. The ASIC insolvency information sheets include a Creditor Information Sheet on Offences, Recoverable Transactions and Insolvent Trading. This provides creditors general information for creditors on the types of claims that a liquidator can pursue. The information sheet can be downloaded at http://asic.gov.au/regulatory-resources/insolvency/insolvency-information-sheets/.

10.1 Voidable transactions

The Act requires an Administrator to specify whether there are any transactions that appear to the Administrator to be voidable in respect of which money, property or other benefits may be recoverable by a Liquidator under the Act. A summary of our preliminary investigations into voidable transactions is detailed below:

Voidable transactions Note No of transactions

Amount identified

$’000

Recovery probability

Unfair preferences 1 1 956 Low

Uncommercial transactions 0 0 N/A

Unfair loan* 0 0 N/A

Arrangements to avoid employee entitlements

0 0 N/A

Unreasonable director related transactions*

0 0 N/A

Voidable security(ies) 0 0 N/A

Total potential recoveries 0 956 Low

* Note insolvency is not required to be proved to set these transactions aside.

Notes

1. A potential unfair preference has been identified against Samsung C&T totalling $956k. Samsung

C&T received an advance payment of $1.1m for contract activities. Board discussions suggest

that Samsung C&T had understood that SCC may terminate the contract given the current

discussions with Credit Suisse. Following the Administrations, Samsung C&T refunded $144k in

relation to contract activities yet to be completed. This reduced the potential unfair preference

amount to $956k.


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10.2 Insolvent trading

Based on our investigations, we have concluded that the Group may have traded whilst insolvent from December 2013. Insolvent trading is when a company incurs a debt at a time when:

the company was insolvent or became insolvent by incurring the debt

there were reasonable grounds to suspect the company was insolvent or would become insolvent as a result of incurring the debt.

Directors have a duty to prevent insolvent trading by not incurring debt when there are reasonable grounds for suspecting that a company is or will be unable to pay its debts as and when they fall due. The objective test in deciding whether insolvent trading has occurred is whether a director can demonstrate that their actions are at the same degree and level that would be required of an ordinary reasonable person holding a similar position and responsibility in the same circumstances. A director who fails to prevent a company from incurring a debt at a time when there are reasonable grounds for suspecting that the company is insolvent, or will become insolvent by incurring that debt, contravenes s588G of the Act. Creditors should note that only a liquidator or an individual creditor with the liquidator’s permission can bring an action against a director for breach of s588G. An administrator or deed administrator can not pursue a director for recoveries from contraventions of s588G of the Act. A liquidator may recover from a director the amount of loss or damages suffered by a creditor pursuant to s588M of the Act. 10.2.1 Directors’ defences

Defences available to directors under s588H the Act in regard to allegations of insolvent trading are:

the director had reasonable grounds to expect, and did expect, that the company was solvent at that time and would continue to be solvent if it incurred the debt

the director had reasonable grounds to believe that a competent and reliable person was responsible for providing adequate information about whether the company was solvent and that person was fulfilling the responsibility and it was expected, that on the basis of the information provided, that the company was solvent and would continue to be solvent when the debt was incurred

at the time the debt was incurred the director, due to illness or other good reason, did not take part in the management of the company

the director took all reasonable steps to prevent the company from incurring the debt. We believe that the first defence would be available to the Directors as they had continued to pursue options to obtain additional funding including:

engaging National Australia Bank to assist in obtaining debt funding

engaging JPMorgan to assist in obtaining equity funding

extended negotiations with Credit Suisse

negotiating with WICET and other contingent creditors to defer ToP liabilities

had sufficient cash reserves to fund short term trading expenses.

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10.3 Offences

Directors and officers have duties, obligations and responsibilities in relation to common law and statute. We have not identified any offences at this stage which would require us to report to ASIC during the Administration period. A liquidator can conduct more thorough investigations and identify potential offences and recoveries (if any). If a director breaches any duties, obligations and responsibilities, they may be subject to civil and criminal penalties including:

Compensation to the Group for damages resulting from the contravention

Fines (up to $200,000)

Imprisonment (up to 5 years)

Disqualification from managing corporations. In addition to offences under the Act, directors and others may commit offences in respect of the Group under other legislation, for example taxation laws, Trade Practices Act, Fair Trading Act, etc. We are not aware of any potential offences under any other legislation.

10.4 Directors and officers insurance policy

A Directors and Officers insurance policy (D&O Policy) offers liability cover for company officers to protect them from claims which may arise from the decisions and actions taken within the scope of their regular duties. Such policies cover the personal liability of company directors and officers. At the date of our appointment, the Group held a D&O Policy. To avoid prejudicing any potential claims, we cannot disclose the terms of the D&O Policy. The D&O Policy will be subject to further investigation should the creditors elect to place any company in the Group into liquidation at the Second Meetings, in particular the conditions, limits and period of cover. We have put the insurer on notice of certain potentially claimable events at this stage.

10.5 Directors’ personal financial position

When a liquidator assesses the commercial merit of pursuing a claim, a key consideration is the capacity of the defending party to satisfy the claim. We have not included in this Report information on the Directors’ personal financial position given:

there are a number of current and former directors

some of the directors are not based in Australia

no creditors have expressed an interest in an insolvent trading claim or funding same

the limited prospects of a successful insolvent trading claim, and

any claim is likely to be strongly defended which will further increase time and costs. For completeness, any insolvent trading claim is likely to be limited to the Directors of BEL as it was the parent entity funding the Group. The subsidiaries in the Group could be deemed to be insolvent once support ceased from BEL. Should creditors resolve to place the companies in the Group into liquidation at the Second Meetings, a liquidator would further investigate the merits of pursuing an insolvent trading claim, including a detailed review of the Directors’ personal financial positions in those circumstances.

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10.6 Reporting of offences to ASIC

Administrators are required to complete and lodge a report with ASIC pursuant to s438D of the Act where it appears that:

a past or present officer of the Group may have committed an offence

money or property has been misapplied or retained

a party is guilty of negligence, default, breach of duty or breach of trust in relation to the Group A liquidator is required to lodge a report of his findings with ASIC, pursuant to s533 of the Act. Creditors should also be aware that any report lodged pursuant to s438D (or an investigative report lodged by a liquidator pursuant to s533 of the Act) is not available to the public. We have not identified any offences at this stage which would require us to report to ASIC during the Administration period.

10.7 Risk and cost of pursuing recovery actions

Creditors should note that recovery actions:

are usually expensive, lengthy and have unpredictable outcomes

should not be commenced unless defendants have the financial resources to satisfy any judgement (this is often difficult to establish)

are particularly difficult to pursue against directors due to the defences available to them

must be funded by existing assets, creditor funding or external litigation funders. Litigation funders are likely to require a significant share of the proceeds of any judgement as a condition of funding the litigation.


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11. Estimated return to creditors

A summary of the estimated return to creditors for each company within the Group is detailed below:

Company Creditor class Liquidation

(cents in $)

BEL Priority creditors 100.00

Unsecured 4.43

BC Unsecured Unknown

SCC Secured Unknown

Unsecured Nil

SPH Secured Unknown

Unsecured Nil

Advocate Unsecured Nil

Alpha Unsecured Unknown

Arcadia Unsecured Nil

BOS Unsecured Nil

Carnarvon Unsecured Nil

Denison Unsecured Nil

DW Coal Unsecured Unknown

DW Property Unsecured Nil

DJB Coal Unsecured Nil

Enterprise Unsecured Nil

Fernlee Unsecured Nil

Gemini Unsecured Nil

SAH Unsecured Nil

TOE Unsecured Nil

Waitara Unsecured Nil

A detailed summary of the estimated return to creditors for BEL can be found in Section 11.1. BEL is the only company in the Group which we are in position to confirm a likely dividend to creditors. We have recorded unknown returns to creditors in respect of five companies in the Group, being BC, SCC, SPH, Alpha and DW Coal. These are unknown for the following reasons:

BC – contingent on any dividends from Alpha and DW Coal

SCC and SPH – any return is subject to Credit Suisse’s acceptance of an offer and the sale completing. It is unlikely the net sale proceeds of the secured assets will pay the secured debt in full in the current market

Alpha – there are currently no buyers for this asset

DW Coal – contingent on the sale of the Dingo West Project completing.

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It is unlikely a dividend will be payable to creditors of any class in the remaining 13 companies in the Group, as well as the unsecured creditors of SCC and SPH which have first ranking secured claims. Some of these subsidiaries own tenements which are subject to an offer and sale process. The current market value of these tenements is nominal and unlikely to result in a return to creditors after taking into account the costs of realisation as well as the costs of the administration and liquidation. In the event a dividend is available for distribution in any of these companies, it would flow up to BEL and potentially BC given they are the only known creditors of the remaining 13 companies.

11.1 BEL

Estimated Outcome Statement Liquidation

$'000

Non-circulating assets

Property 1 240

Plant and equipment 2 -

Other non-circulating assets 3 653

Balance of surplus assets / (secured debt) 893

Circulating assets Cash at bank 4 31,829 Term deposits backing bank guarantees 5 52

Dividend from DW Coal 6 Unknown

Dividend from Alpha 7 Unknown

Dividend from BC 8 Unknown

c/f: surplus assets or secured debt 893

Balance of surplus assets / (secured debt) 32,774

Other assets/income less costs of administration

Interest income 9 560

Less: Administration fees 10 (308)

Less: Liquidation and legal fees 11 (1,275)

Less: Net other costs of the administrations

12 (1,276)

Net other assets/income 30,476

Less: Priority creditors 13 (470)

Balance available for unsecured creditors 30,006

Less: Unsecured creditors

WICET 14 (602,060)

Credit Suisse 15 (65,026)

Intercompany debts 16 (6,883)

Other unsecured claims 17 (3,228)

Total unsecured creditors (677,197)

Shortfall to unsecured creditors (647,191)

Estimated return cents in $

Priority creditors 100.00

Unsecured creditors 18 4.43

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Notes 1. Property located in Emerald was housing an employee. The Property became vacant in

December 2015 and we will look to sell it in 2016. We have estimated a 50% discount to book value of $480k given the decline in the Emerald property market and an allowance for costs of sale

2. We estimate little to no further net recoveries given the nominal values of the equipment and the water damage to the Emerald Property contents

3. BEL has received confirmation from the ATO that it will approve the R&D tax credits claim of $653k in full. We await receipt of the refund

4. Cash at bank as at 15 March 2016

5. We have requested ANZ Bank to cancel BEL’s corporate credit cards which should release the $52k cash-backed bank guarantee for same. We assume no recoveries on the remaining cash-backed bank guarantees other than any accrued interest over and above the guarantee amount

6. A return from DW Coal is contingent on the sale of the Dingo West Project completing

7. A return from Alpha is contingent on a future sale of the South Galilee Project

8. A return from BC is contingent on any dividends paid by DW Coal and Alpha

9. The estimated interest accrual to September 2016 comprising eight months at $70k per month

10. The estimated Administration fees to the date of the Second Meetings

11. The estimated liquidation and legal fees, including adjudication and distribution costs

12. The estimated trading, arrears, cessation and realisation costs for the administrations

13. The estimated employee entitlements for the remaining four employees, including capped element of one director. Any increases in the entitlements due to retained employment during the Administration period are included as a trading expense

14. WICET’s current claim (exclusive of interest) as at 2 February 2016. We will review this claim prior to any dividend distribution to creditors

15. Credit Suisse’s current claim (inclusive of interest, fees and Receivership costs) as at 10 February 2016. We will review this claim prior to any dividend distribution to creditors

16. Intercompany creditors comprise DJB Coal for $4.5m and TOE for $2.4m

17. Comprises 20 other unsecured creditors, including the directors excluded priority claim

18. The estimated dividend may increase subject to any dividends from DW Coal, Alpha and BC as well as the outcome of the adjudication process


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11.2 BC


$'000


n/a -

Balance of surplus assets / (secured debt) -

Circulating assets

Dividend from DW Coal 1 Unknown

Dividend from Alpha 2 Unknown

c/f: surplus assets or secured debt -


Less: Costs of the administrations

Administration fees (17)

Liquidation fees (10)

Balance available for priority creditors (27)

Less: Priority creditors 3 -

Balance available for unsecured creditors (27)


Credit Suisse 4 (65,026)

Intercompany debt - BEL 5 (2,029)

Intercompany debt - DJB Coal 5 (11,035)

Other unsecured creditors 6 -




Unsecured creditors 7 Unknown

Notes 1. A dividend from DW Coal is contingent on the sale of the Dingo West Project completing

2. A dividend from Alpha is contingent on the sale of the JV interest in the South Galilee Project

3. No known employees or priority creditors


5. Intercompany creditors comprise BEL for $2m and DJB Coal for $11m

6. No known other or contingent creditors

7. A dividend is contingent on any dividend distributions from DW Coal and Alpha.


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11.3 SCC


$'000


Springsure Creek Project 1 Unknown

Less: Secured creditors 2 (65,026)

Balance of surplus assets / (secured debt) (65,026)

Circulating assets

Dividends from subsidiaries -

c/f: surplus assets or secured debt (65,026)





Balance available for priority creditors (65,115)


Balance available for unsecured creditors (65,115)


WICET 4 (602,060)

Aurizon Network 5 (29,700)


Other unsecured claims 7 (600)

Contingent creditor claims 8 -




Secured creditors 9 Unknown

Unsecured creditors 10 Nil

Notes

1. The sale process in respect of the Springsure Creek Project is continuing. Any sale is subject to the acceptance of an offer by Credit Suisse



4. WICET’s current claim (exclusive of interest) as at 2 February 2016. We will review this claim prior to any dividend distribution to creditors

5. Aurizon Network has submitted a claim of $45m on 1 October 2014. Subsequently, Aurizon Network called on a bank guarantee in its favour for $15.3m. We have therefore adjusted the balance of Aurizon’s claim for the purposes of this Report and will review this claim prior to any dividend distribution to creditors

6. Intercompany creditors comprise BEL ($71.6m), BC ($1m), DW Coal ($280) and Fernlee ($61k)

7. Comprises 15 other unsecured creditors

8. SCC held contracts with other key suppliers, including GPC, Pacific National and Acacia Coal. Some of these contracts have since been terminated and the respective suppliers have drawn on bank guarantees provided by SCC. These suppliers have yet to submit a claim however for completeness we are disclosing each of them as a potential contingent creditor

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9. The return to the secured creditor is contingent of the net sale proceeds of the securities

10. A dividend to unsecured creditors is contingent on the net sale proceeds of the securities exceeding the value of the secured claim. In the current market we estimate it is unlikely for a dividend to become payable to unsecured creditors. This may change in the future.

11.4 SPH


$'000


Properties and water licence 1 Unknown

Less: Secured creditors 2 (65,026)


Circulating assets

n/a -

c/f: surplus assets or secured debt (65,026)





Balance available for priority creditors (65,086)


Balance available for unsecured creditors (65,086)



Other unsecured claims 5 (500)




Secured creditors 6 Unknown

Unsecured creditors 7 Nil

Notes 1. The sale process in respect of the SPH assets is continuing. The Receivers are in control of the

maintenance and sale of these assets. Valuations withheld as commercial in confidence



4. Intercompany creditors comprise BEL for $24.8m, SCC for $5k and SAH for $143k

5. Comprises one other known creditor, being the Hanrahan’s

6. The return to the secured creditor is contingent of the net sale proceeds of the securities

7. A dividend to unsecured creditors is contingent on the net sale proceeds of the securities exceeding the value of the secured claim. In the current market we estimate it is unlikely for a dividend to become payable to unsecured creditors. This may change in the future.

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11.5 Alpha


$'000


JV interest in the South Galilee Project 1 Unknown


Circulating assets

n/a -






Costs of realisation -






Intercompany debt - BC 3 (110)

Other unsecured claims 4 -





Notes 1. Sale process in respect of the South Galilee Project is continuing. The project’s assets comprise

EPC 1049, EPC 1179, EPC 1180 and MLa 70453


3. Intercompany creditors include BEL for $4.1m and BC for $110k


5. A dividend is contingent on any sale of the JV interest in the South Galilee Project.


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11.6 DW Coal


$'000


Tenements 1 Unknown

Deposits 2 Unknown


Circulating assets

n/a -






Costs of realisations (370)






Intercompany debt - BC 4 (254) Other unsecured creditors 5 - Total unsecured creditors (11,973)




Notes 1. Sale process in respect of the Dingo West Project is continuing. The Project’s assets comprise

EPC 881 and MLa 80180

2. The financial Assurance environmental bond of $2.5k may be recoverable following the sale of the Dingo West Project


4. Intercompany creditors include BEL for $11.7m and BC for $254k


6. A dividend is contingent on the sale of the Dingo West Project completing.


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12. Administrators’ recommendation

We recommend that it is in the creditors’ best interests that each company in the Group be wound up (i.e. placed into liquidation).

Our Statements of Administrators’ Opinion for each company in the Group is enclosed in Appendix A. A summary of the options available to creditors is discussed below.

12.1 Liquidation

Our preliminary view is that the Group may have traded whilst insolvent from December 2013 but further investigation would be required by a liquidator in order to reach a conclusion on this issue. Creditors should note that insolvent trading claims are difficult and costly to pursue, and even if successful they may not generate an additional return for creditors. A liquidator (if appointed) would be in a position to conduct detailed investigations into the circumstances leading up to the appointment of the Administrators. A liquidator will be empowered to:

pursue various potential recoveries under the Act, such as voidable transactions

distribute recoveries made in accordance with the priority provisions of the Act

complete thorough investigations into:

- the Group’s dealings and affairs

- conduct of the Directors

report findings to ASIC pursuant to the Act

12.2 DOCA

This option is unavailable to creditors as we have not received any DOCA proposals in respect of any company/ies in the Group. We will table any DOCA proposals received after this Report at the Second Meetings. We have been notified of a potential DOCA proposal in respect of SCC and SPH only to be submitted prior to the Second Meetings. Creditors may decide to adjourn the Second Meetings to further consider any DOCA proposals received. Any adjournment of the Second Meetings must reconvene within 45 business days.

12.3 Administration to end

While our investigations are continuing, it is evident the Group was insolvent and is unable to pay its debts as and when they fall due. Accordingly, returning control of the Group to the Directors would be inappropriate in the present circumstances.


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13. Enquiries

Should you have any enquiries please contact the PPB Advisory Brisbane office on +61 7 3222 6800 or by email at [email protected]. DATED this 21st day of March 2016

Grant Sparks, Martin Ford and Philip Carter Joint and Several Administrators Encl.



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Appendix A – Administrators’ Opinion

Statement of Administrators’ Opinion

Pursuant to Section 439A(4)(b) of the Act

Bandanna Energy Limited (Administrators Appointed) ACN 009 356 665 (BEL or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of BEL will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 10.00am at the: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016

Grant Sparks, Martin Ford and Philip Carter Joint and Several Administrators

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Bandanna Coal Pty Ltd (Administrators Appointed) ACN 118 803 704 (BC or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of BC will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 10.00am at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed)

ACN 119 713 601 (SCC or the Company) This statement sets out our opinions in relation to the alternatives which the creditors of SCC will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 10.00am at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Springsure Property Holdings Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed)

ACN 151 660 561 (SPH or the Company) This statement sets out our opinions in relation to the alternatives which the creditors of SPH will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 10.00am at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Advocate Holdings Pty Ltd (Administrators Appointed) ACN 002 020 555 (Advocate or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Advocate will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Alpha Coal Pty Ltd (Administrators Appointed) ACN 119 742 639 (Alpha or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Alpha will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Arcadia Coal Pty Ltd (Administrators Appointed) ACN 119 713 852 (Arcadia or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Arcadia will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Bandanna Oil Shale Pty Ltd (Administrators Appointed) ACN 125 901 626 (BOS or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of BOS will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Carnarvon Coal Pty Ltd (Administrators Appointed) ACN 127 582 870 (Carnarvon or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Carnarvon will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Denison Coal Pty Ltd (Administrators Appointed) ACN 162 175 644 (Denison or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Denison will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Dingo West Coal Pty Ltd (Administrators Appointed) ACN 119 713 665 (DW Coal or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of DW Coal will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Dingo West Property Holdings Pty Ltd (Administrators Appointed) ACN 162 068 555 (DW Property or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of DW Property will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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DJB Coal Pty Ltd (Administrators Appointed) ACN 110 928 213 (DJB Coal or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of DJB Coal will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Enterprise Energy Pty Ltd (Administrators Appointed) ACN 009 607 292 (Enterprise or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Enterprise will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Fernlee Coal Pty Ltd (Administrators Appointed) ACN 122 458 548 (Fernlee or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Fernlee will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Gemini Energy Pty Ltd (Administrators Appointed) ACN 147 444 148 (Gemini or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Gemini will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Springsure Agricultural Holdings Pty Ltd (Administrators Appointed) ACN 161 348 269 (SAH or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of SAH will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Traditional Oil Exploration Pty Ltd (Administrators Appointed) ACN 069 118 574 (TOE or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of TOE will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Waitara Coal Pty Ltd (Administrators Appointed) ACN 124 701 695 (Waitara or the Company)

This statement sets out our opinions in relation to the alternatives which the creditors of Waitara will consider at the Second Meeting of Creditors to be held on 30 March 2016 at 3.00pm at the office of: Christie Conference Centre Endeavour 1 Room Level 1, 320 Adelaide Street Brisbane QLD 4000 The following options are available to creditors to decide at the Second Meeting pursuant to s439C of the Act, being that: a) the Company be wound up (i.e. placed into liquidation) b) the Company should execute a Deed of Company Arrangement (DOCA); or c) the Administration of the Company should end (i.e. handed back to its directors). The Act requires the Administrators to express an opinion on each option and make a recommendation. Our opinion on each option and the reasons for our opinion are set out below: a) The Company should be wound up In our opinion this option is presently the only option available to creditors and therefore the Administrators’ recommend the Company be wound up (i.e. placed into liquidation). b) The Company execute a DOCA At the date of this Report, no DOCA proposal had been submitted to the Administrators of the Company. Therefore this option is NOT available to the creditors’ of the Company. c) The Administration should end In our opinion this option is NOT in the creditors’ interests as the Company is insolvent and there is no likelihood of it returning to solvency in the current circumstances. DATED: 21 March 2016


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Appendix B – Notice of Second Meetings

FORM 529

Sub-Regulation 5.6.12(6)

the Corporations Act 2001 (the Act)

Notice of Concurrent Second Meetings of Creditors

Bandanna Energy Limited, ACN 009 356 665 Bandanna Coal Pty Ltd, ACN 118 803 704

Springsure Creek Coal Pty Ltd, (Receivers and Managers Appointed), ACN 119 713 601 Springsure Property Holdings Pty Ltd, (Receivers and Managers Appointed), ACN 151 660 561

(All Administrators Appointed) (together ‘the Companies’)(individually ‘the Company’)

Notice is given that meetings of the creditors of the Companies will be held concurrently at:

Venue: Christie Conference Centre – Endeavour 1 Room 320 Adelaide Street, Brisbane QLD 4000

Date: Wednesday 30 March 2016

Registration: 9:30am Brisbane time (AEST) / 10:30am Melbourne and Sydney time (AEDT)

Meeting time: 10:00am Brisbane time (AEST) / 11:00am Melbourne and Sydney time (AEDT)

The purpose of the concurrent meetings is to: 1. Review the Joint and Several Administrators’ report concerning the Companies’ business,

property, affairs and financial circumstances pursuant to Section 439A of the Act.

2. For creditors to consider the options available and to resolve for each of the Companies either:

a) that the Company be wound up (i.e. placed into liquidation)

b) that the Company execute a Deed of Company Arrangement (DOCA)

c) that the Administration of the Company should end (i.e. handed back to its directors).

3. To approve for each of the Companies

a) the Voluntary Administrators’ remuneration

b) the remuneration of the Liquidators, if appointed

c) the remuneration of the Deed Administrators, if appointed

4. To consider the appointment of a Committee of Inspection for each of the Companies.

5. At the meeting, Creditors may also, by resolution, vote to appoint someone else as Liquidator / Deed Administrator of each of the Companies

DATED: 21 March 2016


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FORM 529 Sub-Regulation 5.6.12(6)

the Corporations Act 2001 (the Act)

Notice of Concurrent Second Meetings of Creditors

Advocate Holdings Pty Ltd

ACN 002 020 555

Alpha Coal Pty Ltd ACN 119 742 639 Arcadia Coal Pty Ltd ACN 119 713 852 Bandanna Oil Shale Pty Ltd ACN 125 901 626 Carnarvon Coal Pty Ltd ACN 127 582 870 Denison Coal Pty Ltd ACN 162 175 644 Dingo West Coal Pty Ltd ACN 119 713 665 Dingo West Property Holdings Pty Ltd ACN 162 068 555 DJB Coal Pty Ltd ACN 110 928 213 Enterprise Energy Pty Ltd ACN 009 607 292 Fernlee Coal Pty Ltd ACN 122 458 548 Gemini Energy Pty Ltd ACN 147 444 148 Springsure Agricultural Holdings Pty Ltd ACN 161 348 269 Traditional Oil Exploration Proprietary Limited ACN 069 118 574 Waitara Coal Pty Ltd ACN 124 701 695 (All Administrators Appointed) (together ‘the Companies’)(individually ‘the Company’)

Notice is given that meetings of the creditors of the Companies will be held concurrently at:

Venue: Christie Conference Centre – Endeavour 1 Room 320 Adelaide Street, Brisbane QLD 4000

Date: Wednesday 30 March 2016

Registration: 2:30pm Brisbane time (AEST) / 3:30pm Melbourne and Sydney time (AEDT)

Meeting time: 3:00pm Brisbane time (AEST) / 4:00pm Melbourne and Sydney time (AEDT)

The purpose of the concurrent meetings is to: 1. Review the Joint and Several Administrators’ report concerning the Companies’ business,

property, affairs and financial circumstances pursuant to Section 439A of the Act.

2. For creditors to consider the options available and to resolve for each of the Companies either:

a) that the Company be wound up (i.e. placed into liquidation)

b) that the Company execute a Deed of Company Arrangement (DOCA)

c) that the Administration of the Company should end (i.e. handed back to its directors).

3. To approve for each of the Companies

a) the Voluntary Administrators’ remuneration

b) the remuneration of the Liquidators, if appointed

c) the remuneration of the Deed Administrators, if appointed.

4. To consider the appointment of a Committee of Inspection for each of the Companies

5. At the meeting, Creditors may also, by resolution, vote to appoint someone else as Liquidator / Deed Administrator of each of the Companies

DATED: 21 March 2016


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Appendix C – DIRRI

Declaration of Independence, Relevant Relationships and Indemnities

Bandanna Energy Limited ACN 009 356 665

Bandanna Coal Pty Ltd ACN 118 803 704

Springsure Creek Coal Pty Ltd ACN 119 713 601

Springsure Property Holdings Pty Ltd ACN 151 660 561

(Administrators appointed) (the Companies)

A Practitioner appointed to an insolvent entity is required to make declarations as to:

A. their independence generally

B. relevant relationships, including:

i. the circumstances of the appointment

ii. any relationships with the Companies and others within the previous 24 months

iii. any prior professional services for the Companies within the previous 24 months

iv. any that there are no other relationships to declare and

C. any indemnities given, or up-front payments made, to the Practitioner.

This declaration is made in respect of us, our partners, PPB Advisory and the related entities of PPB Advisory.

A. Independence

We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, Central Plaza One, Level 27, 345 Queen Street, Brisbane QLD 4000, have undertaken a proper assessment of the risks to our independence prior to accepting the appointment as joint and several Administrators of the Companies in accordance with the law and applicable professional standards. This assessment identified no real or potential risks to our independence. We are not aware of any reasons that would prevent us from accepting this appointment.

B. Declaration of Relationships

i. Circumstances of appointment

As outlined below, we have had various dealings with relevant parties to discuss the Companies affairs prior to our appointment as Administrators on:

Date Description

17 March 2014 The initial contact was made by Mr Neal O’Connor, the General Counsel of Bandanna Energy Limited, and an initial meeting was held with Martin Ford and Grant Sparks.

26 March 2014 – 10 April 2014

Martin Ford and Grant Sparks were engaged by the Companies to prepare a discussion paper for the Board to include:

1. a high level review of the Companies’ liquidity position and short to medium term cash flow needs, as at the date of the paper

2. general information for the directors on how to view the issue of solvency

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3. a checklist of issues in general and specific risks and areas of focus for the Bandanna Board and relevant dates

(the “Discussion Paper”). The Discussion Paper was presented and discussed with the Board on 10 April 2014 by Martin Ford and Grant Sparks. (Engagement 1)

6 May 2014 - 15 May 2014

Grant Sparks and Martin Ford were requested to present an update to the Discussion Paper to the Board following the receipt of objections received from the Mining Lease application and the implication on the position of Credit Suisse. Grant Sparks presented to the Board on 15 May 2014 providing general information to directors on how to view the issue of solvency. No written document was provided to the Board. (Engagement 2)

10 June 2014 Telephone call from the Chief Financial Officer to Martin Ford providing an update on Credit Suisse’s position, which had not materially changed.

24 June 2014 Email from Martin Ford to the Chief Financial Officer.

9, 10 & 11 July 2014

Martin Ford met with the Chief Financial Officer to discuss the operation of the Voluntary Administration process. A consent to act as Voluntary Administrators of the Companies was provided on 10 July 2014. The Chief Financial Officer and Governance Adviser met with Martin Ford via telephone with Marcus Ayres on 11 July to provide an update on the status of their discussions with stakeholders.

29 July 2014 & 29 August 2014

Martin Ford met with the Chief Financial Officer, Governance Adviser and General Counsel to discuss the status of discussions with stakeholders.

18 September 2014

Grant Sparks and Martin Ford met with the Board at which time they were requested to provide an updated consent to act as Administrators of the Companies. The consent of Messrs Sparks, Ford and Philip Carter was provided on 18 September 2014.

In our opinion, these meetings and discussions do not affect our independence, as the advice was given to the Companies and not to the directors personally. We did not engage with any external parties during this process. Further, the advice was restricted to the limitations imposed by Principle 2 of the Code of Professional Practice in relation to pre-appointment advice. Further, the advice provided is unlikely to be subject to review during the administration and would not impact on compliance with our statutory and fiduciary duties. It is for these reasons that any advice provided does not, in our opinion, give rise to a conflict of interest or duty. We received:

Engagement 1 - $22,000 (including GST)


$462.20 of disbursements were written-off in the engagements.

ii. Relevant relationships (excluding professional services to the insolvent)

We, or a member of our firm, have, or have had within the preceding 24 months, a relationship with: Credit Suisse, Macquarie Bank, Konica Minolta, STL Holdings Pty Ltd (the Security Holders)

Nature of relationship Reasons why no conflict of interest or duty

The Security Holders hold security interests over the Companies’ property. We have professional relationships with the majority of the major banks and lenders in Australia and with a number of staff within the Security Holders’ organisations, particularly in the credit and workout areas. We have previously undertaken formal and informal

We believe that this relationship does not result in a conflict of interest or duty because our previous relationships with the Security Holders were not in relation to the Companies’ and/or the directors’ affairs, or related parties of the Companies and/or the directors.

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assignments on behalf of the Security Holders for a number of years.

Australian Taxation Office, WorkCover and/or major banks (unsecured creditors)


Various Practitioners within PPB Advisory are members of panels for appointments as liquidators and bankruptcy trustees.

We believe that these relationships do not result in a conflict of interest or duty. Our previous relationship with unsecured creditors has not been and is not currently in relation to the Companies’ affairs and/or the Companies’ Directors or related parties of the Companies

iii. Prior professional services to the insolvent

We, or a member of our firm, have provided the following professional services to the Companies in the 24 months prior to the acceptance of this appointment:

Nature of professional service Reasons why not an impediment or conflict

Discussion Paper provided to the Companies.

Prior to our appointment as Administrators we were engaged by the Companies to provide a discussion paper report on:

the financial situation of the Companies;

the solvency considerations of the Companies;

consequences of insolvency; and

alternative courses of action available to the Companies.

The engagement occurred over a period of two months. We were paid a fee of $43,010 including GST for the services provided.

We believe that this relationship does not result in a conflict of interest or duty because:

The nature of the Discussion Paper provided to the Companies is such that it would not be subject to review and challenge during the course of the administration. The engagement does not influence our ability to be able to fully comply with the statutory and fiduciary obligations associated with the administration of the Companies in an objective and impartial manner.

No information or advice, beyond that outlined in this document, was provided to the Companies, officers of the Companies or their advisers.

iv. No other relevant relationships to disclose

There are no other known relevant relationships, including personal, business and professional relationships, from the previous 24 months with the Companies, an associate of the Companies, a former insolvency practitioner appointed to the Companies or any person or entity that has security over the whole or substantially the whole of the Companies’ property that should be disclosed.

C. Indemnities and up-front payments

We have not been indemnified in relation to this administration, other than any indemnities that we may be entitled to under statute. We have not received any upfront payments in respect of our remuneration or disbursements. This does not include statutory indemnities. We have not received any other indemnities or upfront payments that should be disclosed.

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Note:

If circumstances change, or new information is identified, we are required under the Corporations Act 2001 and the Australian Restructuring Insolvency & Turnaround Association (ARITA) Code of Professional Practice to update this Declaration and provide a copy to creditors with our next communication as well as table a copy of any replacement declaration at the next meeting of the insolvent’s creditors.

Any relationships, indemnities or up-front payments disclosed in the DIRRI must not be such that the Practitioner is no longer independent. The purpose of components B and C of the DIRRI is to disclose relationships that, while they do not result in the Practitioner having a conflict of interest or duty, ensure that creditors are aware of those relationships and understand why the Practitioner nevertheless remains independent.

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Declaration of Independence, Relevant Relationships and Indemnities

Subsidiaries of Bandanna Energy Limited as detailed in Schedule A

(All Administrators appointed) (the Companies)

A Practitioner appointed to an insolvent entity is required to make declarations as to:

A. their independence generally

B. relevant relationships, including:

i. the circumstances of the appointment

ii. any relationships with the Companies and others within the previous 24 months

iii. any prior professional services for the Companies within the previous 24 months

iv. any that there are no other relationships to declare and

C. any indemnities given, or up-front payments made, to the Practitioner.

This declaration is made in respect of us, our partners, PPB Advisory and the related entities of PPB Advisory.

A. Independence

We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, Central Plaza One, Level 27, 345 Queen Street, Brisbane QLD 4000, have undertaken a proper assessment of the risks to our independence prior to accepting the appointment as joint and several Administrators of the Companies in accordance with the law and applicable professional standards. This assessment identified no real or potential risks to our independence. We are not aware of any reasons that would prevent us from accepting this appointment.

B. Declaration of Relationships

i. Circumstances of appointment

As outlined below, we have had various dealings with relevant parties to discuss the Companies affairs prior to our appointment as Administrators on:

Date Description

17 March 2014 The initial contact was made by Mr Neal O’Connor, the General Counsel of Bandanna Energy Limited (BEL), and an initial meeting was held with Martin Ford and Grant Sparks.

26 March 2014 – 10 April 2014

Martin Ford and Grant Sparks were engaged by the Companies to prepare a discussion paper for the Board of BEL to include:

4. a high level review of the Companies’ liquidity position and short to medium term cash flow needs, as at the date of the paper

5. general information for the directors on how to view the issue of solvency

6. a checklist of issues in general and specific risks and areas of focus for the Bandanna Board and relevant dates

(the “Discussion Paper”). The Discussion Paper was presented and discussed with the Board on 10 April 2014 by Martin Ford and Grant Sparks. (Engagement 1)

6 May 2014 - 15 May 2014

Grant Sparks and Martin Ford were requested to present an update to the Discussion Paper to the Board following the receipt of objections received from the Mining Lease application and the implication on the position of Credit Suisse. Grant Sparks presented to the Board on 15 May 2014 providing

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general information to directors on how to view the issue of solvency. No written document was provided to the Board. (Engagement 2)

10 June 2014 Telephone call from the Chief Financial Officer to Martin Ford providing an update on Credit Suisse’s position, which had not materially changed.

24 June 2014 Email from Martin Ford to the Chief Financial Officer.

9, 10 & 11 July 2014

Martin Ford met with the Chief Financial Officer to discuss the operation of the Voluntary Administration process. Consent to act as Voluntary Administrators of BEL, Bandanna Coal Pty Ltd (Coal), Springsure Creek Coal Pty Ltd (SCC) and Springsure Property Holdings Pty Ltd (SPH) was provided on 10 July 2014. The Chief Financial Officer and Governance Adviser met with Martin Ford via telephone with Marcus Ayres on 11 July to provide an update on the status of their discussions with stakeholders.

29 July 2014 & 29 August 2014

Martin Ford met with the Chief Financial Officer, Governance Adviser and General Counsel to discuss the status of discussions with stakeholders.

18 September 2014

Grant Sparks and Martin Ford met with the Board at which time they were requested to provide updated consent to act as Administrators of BEL, Coal, SCC and SPH. The consent of Messrs Sparks, Ford and Philip Carter was provided on 18 September 2014.

22 September 2014

Grant Sparks, Martin Ford and Philip Carter were appointed joint and several Administrators of BEL, Coal, SCC and SPH, under section 436A of the Corporations Act 2001.

In our opinion, these meetings and discussions do not affect our independence, as the advice was given to the Companies and not to the directors personally. We did not engage with any external parties during this process. Further, the advice was restricted to the limitations imposed by Principle 2 of the Code of Professional Practice in relation to pre-appointment advice. Further, the advice provided is unlikely to be subject to review during the administration and would not impact on compliance with our statutory and fiduciary duties. It is for these reasons that any advice provided does not, in our opinion, give rise to a conflict of interest or duty. We received:



$462.20 of disbursements were written-off in the engagements.

ii. Relevant relationships (excluding professional services to the insolvent)

We, or a member of our firm, have, or have had within the preceding 24 months, a relationship with:

Credit Suisse, Macquarie Bank, Konica Minolta, STL Holdings Pty Ltd (the Security Holders)


The Security Holders hold security interests over the property of companies in the Group. We have professional relationships with the majority of the major banks and lenders in Australia and with a number of staff within the Security Holders’ organisations, particularly in the credit and workout areas. We have previously undertaken formal and informal assignments on behalf of the Security Holders for a number of years.

We believe that this relationship does not result in a conflict of interest or duty because our previous relationships with the Security Holders were not in relation to the Companies’ and/or the directors’ affairs, or related parties of the Companies and/or the directors.

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Australian Taxation Office, WorkCover and/or major banks (unsecured creditors)


Various Practitioners within PPB Advisory are members of panels for appointments as liquidators and bankruptcy trustees.

We believe that these relationships do not result in a conflict of interest or duty. Our previous relationship with unsecured creditors has not been and is not currently in relation to the Companies’ affairs and/or the Companies’ Directors or related parties of the Companies

iii. Associated Company Administrations Bandanna Energy Ltd – ultimate holding company of the Companies Bandanna Coal Pty Ltd , Springsure Creek Coal Pty Ltd, Springsure Property Holdings Pty Ltd – associates of the Companies (the Associated Companies)


We were appointed Administrators of the Associated Companies on 22 September 2014 pursuant to s436A of the Corporations Act 2001.


The Companies and the Associated Companies operated as a group (the Group) performing specific functions, sharing common administrative, staffing and other resources. This means that the Administrations can be conducted more efficiently by common appointees.

At the time of our appointment we were not aware of any conflicts of interest between the Companies. Should such a conflict arise we will keep creditors informed and take appropriate action to resolve the conflict

iv. Prior professional services to the insolvent

We, or a member of our firm, have provided the following professional services to the Companies in the 24 months prior to the acceptance of this appointment:

Nature of professional service Reasons why not an impediment or conflict

Discussion Paper provided to the Companies.

Prior to our appointment as Administrators we were engaged by the Companies to provide a discussion paper report on:

the financial situation of the Companies;

the solvency considerations of the Companies;

consequences of insolvency; and

alternative courses of action available to the Companies.

The engagement occurred over a period of two months. We were paid a fee of $43,010 including GST for the services provided.


The nature of the Discussion Paper provided to the Companies is such that it would not be subject to review and challenge during the course of the administration. The engagement does not influence our ability to be able to fully comply with the statutory and fiduciary obligations associated with the administration of the Companies in an objective and impartial manner.

No information or advice, beyond that outlined in this document, was provided to the Companies, officers of the Companies or their advisers.

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v. No other relevant relationships to disclose There are no other known relevant relationships, including personal, business and professional relationships, from the previous 24 months with the Companies, an associate of the Companies, a former insolvency practitioner appointed to the Companies or any person or entity that has security over the whole or substantially the whole of the Companies’ property that should be disclosed.

C. Indemnities and up-front payments

We have not been indemnified in relation to this administration, other than any indemnities that we may be entitled to under statute. We have not received any upfront payments in respect of our remuneration or disbursements. This does not include statutory indemnities. We have not received any other indemnities or upfront payments that should be disclosed.

Note:

If circumstances change, or new information is identified, we are required under the Corporations Act 2001 and the Australian Restructuring Insolvency & Turnaround Association (ARITA) Code of Professional Practice to update this Declaration and provide a copy to creditors with our next communication as well as table a copy of any replacement declaration at the next meeting of the insolvent’s creditors.

Any relationships, indemnities or up-front payments disclosed in the DIRRI must not be such that the Practitioner is no longer independent. The purpose of components B and C of the DIRRI is to disclose relationships that, while they do not result in the Practitioner having a conflict of interest or duty, ensure that creditors are aware of those relationships and understand why the Practitioner nevertheless remains independent.

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Appendix D – Receipts and Payments summary

Bandanna Energy Limited

(Administrators Appointed)

(BEL or the Company)

Summary of Receipts and Payments

for the period 22 September 2014 to 11 March 2016

Item Amount $

Receipts

Cash at bank 41,514,837.98

Interest Income 1,555,801.62

Reimbursement from Receivers 624,745.07

GST Paid 441,068.00

Withholding accounts (GST, PAYG and Superannuation) 394,845.84

Security term deposit released from beneficiary 284,900.67

Refunds 153,128.39

Plant and Equipment 31,846.00

Third Party Funds 10,000.00

Rent from Emerald Property 3,450.00

Total Receipts* 45,031,362.72

Payments

Employee expenses, including termination expenses 4,084,867.77

Administrators' Fees 2,611,888.95

Legal Fees 1,738,193.85

Sales Agent, Consultant and Service Provider Fees 1,648,525.00

Loans to subsidiaries 1,215,997.76

Rent, Rates and Outgoings 501,476.39

Information Technology, Licences, Repairs and Maintenance 326,595.44

Audit and Accounting Fees 234,359.41

Payroll Tax and Fringe Benefits Tax 150,126.30

Valuation and Auctioneer Fees 112,069.48

Share Registry Fees 83,613.91

Travel, Accommodation, Credit Card Expenses and Staff Amenities 80,888.11

Insurance 63,298.83

Administrators' Disbursements 62,392.63

Credit Card Security Bond 52,000.00

ASIC / ASX Fees 40,537.84

Bank Charges 36,091.10

Telephone & Fax 33,986.61

Subcontractors 21,895.50

Media Relations 14,701.50

Hire, Leasing, Fuel and Oil 10,943.74

Document Storage, Printing, Postage, Stationery and Cartage 9,800.40

Total Payments* 13,150,989.67

Cash at bank as at 11 March 2016 31,880,373.05

* Receipts and Payments are inclusive of GST

92

Bandanna Coal Pty Ltd


(BC or the Company)



Item Amount $

Receipts

n/a -

Total Receipts* -

Payments

n/a -

Total Payments* -

Cash at bank as at 11 March 2016 -


Springsure Creek Coal Pty Ltd

(Receivers and Managers Appointed)


(SCC or the Company)



Item Amount $

Receipts

Loan from BEL 79,725.06

Total Receipts* 79,725.06

Payments

Tenement Expenses 79,725.06

Total Payments* 79,725.06



93

Springsure Property Holdings Pty Ltd

(Receivers and Managers Appointed)


(SPH or the Company)



Item Amount $

Receipts


Interest income 0.01


Payments

n/a -

Total Payments* -

Cash at bank as at 11 March 2016 1,000.01


Advocate Holdings Coal Pty Ltd


(Advocate or the Company)


for the period 18 February 2015 to 11 March 2016

Item Amount $

Receipts



Payments

Tenement expenses 15,362.20

Bank charges 10.07


Cash at bank as at 11 March 2016 (10.07)


94

Alpha Coal Pty Ltd


(Alpha or the Company)



Item Amount $

Receipts


Refunds 5,003.40



Payments





Arcadia Coal Pty Ltd


(Arcadia or the Company)



Item Amount $

Receipts



Payments


Bank charges 10.07


Cash at bank as at 11 March 2016 (10.07)


95

Bandanna Oil Shale Pty Ltd


(BOS or the Company)



Item Amount $

Receipts



Payments





Carnarvon Coal Pty Ltd


(Carnarvon or the Company)



Item Amount $

Receipts



Payments





96

Denison Coal Pty Ltd


(Denison or the Company)



Item Amount $

Receipts

n/a -

Total Receipts* -

Payments

n/a -

Total Payments* -



Dingo West Coal Pty Ltd


(DW Coal or the Company)



Item Amount $

Receipts

Deposit 168,000.00




Payments


Legal fees 2,945.80

Bank charges 25.20




97

Dingo West Property Holdings Pty Ltd


(DW Property or the Company)



Item Amount $

Receipts




Payments

n/a -

Total Payments* -



DJB Coal Pty Ltd


(DJB Coal or the Company)



Item Amount $

Receipts

n/a -

Total Receipts* -

Payments

n/a -

Total Payments* -



98

Enterprise Energy Pty Ltd


(Enterprise or the Company)



Item Amount $

Receipts

Loan from BEL 243.00

Total Receipts* 243.00

Payments

Tenement expenses 243.00

Total Payments* 243.00



Fernlee Coal Pty Ltd


(Fernlee or the Company)



Item Amount $

Receipts



Payments





99

Gemini Energy Pty Ltd


(Gemini or the Company)



Item Amount $

Receipts



Payments





Springsure Agricultural Holdings Pty Ltd


(SAH or the Company)



Item Amount $

Receipts



Payments





100

Traditional Oil Exploration Pty Ltd


(TOE or the Company)



Item Amount $

Receipts

n/a -

Total Receipts* -

Payments

n/a -

Total Payments* -



Waitara Coal Pty Ltd


(Waitara or the Company)



Item Amount $

Receipts



Payments





101

Appendix E – BEL summary

Company overview BEL was listed on the ASX on 14 May 2004 for the purposes of resource exploration and development. At the date of our appointment, BEL employed 15 staff and is the ultimate parent company to 18 subsidiaries. On 22 September 2014, the Board of BEL formed the view that without reaching an agreement with Credit Suisse and WICET, BEL was not able to meet its debts when they become due and payable, and placed BEL into Administration. Further information is available on BEL’s website at www.bandannaenergy.com.au. We have not changed any material on the website that existed at the time of our appointment. We have updated the website to reflect our appointment and post key notices. Statutory information A search of ASIC’s database reveals the following details of BEL, its directors, other officers and shareholders:

Company details

Date of registration 2 December 1988

Registered office and principle place of business Level 4, 260 Queen Street

Brisbane QLD 4000

Director details Appointment from/to

Michael John Gray

Gil Yong Ha

Gordon Robert Shackleton Saul

Terrence Mortimer O’Reilly

Robert Karlo Johansen

John Harry Pegler

Soon Il Park

5 March 2012 to present

20 January 2014 to present

1 January 2013 to 6 February 2015


3 October 2008 to 23 January 2015

1 January 2012 to 10 December 2014

19 November 2009 to 20 January 2014

Secretary details Appointment from/to

Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton

17 March 2014 to 26 September 2014

14 March 2012 to 17 March 2014

4 February 2013 to 30 September 2013

http://www.bandannaenergy.com.au/

102

BEL is listed on the ASX and has issued 528,481,199 ordinary fully paid shares. The Company’s top 20 shareholders as at 22 September 2014 are:

No. Shareholder Total shares held % of shares held

1 DJ Mining Pty Ltd 87,845,788 16.62%

2 Resolve Geo Pty Ltd 62,846,110 11.89%

3 Samtan Aures Pty Ltd 56,383,003 10.67%

4 JPMorgan Nominees Australia Limited 21,121,245 4.00%

5 UBS Wealth Management Australia Nominees Pty Ltd

20,327,496 3.85%

6 J Barlow Consultants Pty Ltd 19,521,287 3.69%

7 HSBC Custody Nominees (Australia) Limited Pty Ltd

14,706,598 2.78%

8 Global Resource Asset Exchange 10,056,524 1.90%

9 Mathew Consultants Pty Ltd 9,955,846 1.88%

10 National Nominees Limited 8,703,450 1.65%

11 Boda Investments Pty Ltd 4,800,000 0.91%

12 Mrs Mary Ann Boehme 4,000,000 0.76%

13 Citicorp Nominees Pty Limited 3,411,888 0.65%

14 Mr Norman Joseph Zillman 3,203,484 0.61%

15 Winchester Investments Group Pty Ltd 3,000,000 0.57%

16 ABN AMRO Clearing Sydney Nominees Pty Ltd

2,878,280 0.54%

17 Mr Norman Joseph Zillman & Mrs Lorraine Jean Zillman

2,809,125 0.53%

18 J Barlow Consultants Pty Ltd 2,000,000 0.38%

19 Dr Raymond Douglas Shaw & Ms Rita Barbara Jones

1,970,000 0.37%

20 Miss Jenny Mu-Wern Yang 1,956,135 0.37%

Total 341,496,259 64.62%

Source: Bandanna Energy Shareholder register

We are not aware of any inaccuracy in ASIC’s or the ASX records.

103

Assets A summary of BEL’s assets and section reference to our comments on same in this Report is detailed below:

BEL’s assets ERV $’000

Section reference

Cash and cash equivalents 6.5

Cash 41,515 6.5.1

Term deposits and bank guarantees 337 6.5.2

Refunds 153 6.5.3

Tenement financial assurances and security bonds Unknown 6.5.4

Other tangible assets 6.6

Emerald Property 240 6.6.1

Vehicle 25 6.6.2

Office equipment, fixtures and furnishings 2 6.6.3

Other intangible assets 653 6.7

Total ERV 42,925

Creditors Secured creditors Please refer Section 7.1 for details on the secured creditors. Priority creditors Please refer Section 7.2 for details on the priority creditors.

104

Unsecured creditors BEL has 24 known unsecured creditors, two of which are intercompany creditors. A summary of the unsecured creditors is detailed below:

Unsecured creditors Amount ($'000)

WICET 602,060

Credit Suisse 65,026

M Gray 1,857

Square Resources Holding Pty Ltd 965

Hopgood Ganmin Lawyers 127

Minecraft Consulting 69

Milroy Farming Company 48

Wood Mackenzie 37

Konica Minolta Business 30

OSR 28

QLD Resources Council 19

Market Eye 17

Herron Todd White 11

DNRM 10

Secure Parking 4

Central Highlands Regional Council 2

Computershare 2

IntraLinks Inc 1

M2 Commander 1

ASIC 0

G's Cleaning 0

Resolve Geo 0

Intercompany creditors

DJB Coal 4,498

TOE 2,385

677,208

Please refer to Section 7.3 for further details regarding the key unsecured creditors, as well as the intercompany creditors.

105

Financial history A summary of BEL’s financial performance and position over the last three financial years prior to our appointment is detailed below:

BEL’s financial performance for the period:

Notes FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Revenue 1 11,658 3,448 977

Expenses

Employee expenses 2 (6,673) (6,842) (2,263)

Professional services 3 (2,327) (1,062) (2,325)

Administration expenses 4 (2,195) (1,760) (640)

Finance expenses 5 (3,821) (4,235) (3,626)


Impairment expenses 6 (2,561) (87) -

Total costs (17,675) (14,092) (8,919)

Net loss after tax (6,017) (10,644) (7,942)

Source: BEL’s unaudited MA’s

Notes

1. Revenue is substantially made up of:

- interest received from financial institutions, including interest associated with the WIPS sale

proceeds (in FY13)

2. Employee expenses are greater than the consolidated accounts as they include share options

and employee incentive expenses

3. Professional services expenses increased in FY15 YTD as a result of fees incurred to explore

alternative funding options

4. Administration expenses comprise information technology, corporate costs, travel, accommodation, taxes, levies and other overheads

5. Finance expenses primarily relate to the Credit Suisse bank guarantee facilities

6. Impairment expenses primarily relate to the revaluation of the WIPS, being the preference shares held in WICET

106

BEL’s financial position

as at the end of:

Notes FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Current assets

Cash and cash equivalents 1 75,597 73,356 62,079

Prepayments 1,643 1,142 214

Total current assets 77,240 74,498 62,293

Non-current assets

Intercompany loans 2 65,333 104,386 111,043

Investments 3 47,513 - 451

Land and buildings 4 487 482 477

Other assets 490 308 248


Total assets 191,063 180,124 174,512

Total current liabilities (1,439) (612) (3,364)

Total non-current liabilities (17) (33) (44)

Total liabilities (1,456) (645) (3,408)

Net assets 189,606 179,479 171,104

Equity

Share capital 219,603 219,603 219,603

Reserves 1,922 2,211 2,212


Total equity 189,606 179,479 171,698

Source: BEL’s unaudited MA’s. We note the annual net losses do not reconcile to the movement in the balance sheet. These

differences are immaterial. Further, the FY15 August MA figures do not reconcile. This is unlikely to have any impact on the administration of BEL.

Notes

1. Cash and cash equivalents did not materially decrease in FY14 due to the funds generated from sale of the WIPS totalling $47.1m. The following cash outflows still occurred:

- Operating activities totalling $11.9m of which $11.6m related to supplier payments

- Investing activities totalling $37.1m of which $21.9m related to exploration activities and $15.5m related to property, plant and equipment

2. All the entities in the Group were reliant on BEL for funding. Funding is treated as an

intercompany loan reflected on BEL’s balance sheet which materially increased from FY13 to FY15 YTD (by $45.7m to $111m). This is a result of the following:

- BEL advanced $860k to Alpha in FY14 and FY15 YTD for cash calls to fund the activities in the South Galilee Project

- BEL advanced $44.5m to SCC from FY12 to FY14 in respect of advancing the Springsure Creek Project.

- BEL advanced $4m to DW Coal from FY12 to FY14 in respect of advancing the Dingo West Project

- BEL advanced $15.1m to SPH in FY14 for the purchase of properties and land compensation agreements in respect of the Springsure Creek Project

3. Investments primarily relate to the WIPS which were sold on 8 July 2013 with net settlement proceeds of $47.1m

4. Land and buildings relates to the Emerald Property

107

Directors’ RATA The Directors submitted a RATA for BEL as at 22 September 2014. A summary is detailed below:

BEL Directors’ RATA

Book Value

$’000

ERV*

$’000

Assets:

Interest in land 487 440

Sundry debtors 118 317

Cash on hand 3 3

Cash at bank 41,502 41,502

Plant and equipment 700 -

Other 7,225 230

Sub Total 168,245 42,493

Less other creditor claims:

Employee entitlements (1,849) (1,849)

General security interest holders (766) (766)

Unsecured creditors (8,357) (8,357)

Surplus / (deficiency) to creditors 157,274 31,522

* The ERV may differ from book value as the book value is based on recorded historic amounts which may not be complete

and may not reflect the current market value and costs of realisation

Estimated return to creditors Please refer Section 11 for details on the estimated return to creditors.

108

Appendix F – BC summary

Company overview BC is wholly owned by BEL. It was registered in March 2006 for the purposes of resource exploration and development and currently acts as a holding company for majority of the subsidiaries in the Group. On 22 September 2014 the Board placed BC into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of BC and its directors, other officers and shareholders:

Company details

Date of registration 15 March 2006

Registered office and principle place of business Level 4, 260 Queen Street, Brisbane QLD 4000


Michael John Gray




John Harry Pegler




15 March 2006 to 23 January 2015

4 April 2012 to 10 December 2014


Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton




No. Shareholder No. shares Value ($)

% of shares held

1 Bandanna Energy Limited (Administrators Appointed)

740,411 740,411 100%

Source: Infotrack

We are not aware of any inaccuracy in ASIC’s records.

109

Assets BC has no known assets other than eight intercompany debts in its favour totalling $2.259m. They comprise:

SCC ($1m)

Alpha ($110k)

Arcadia ($485k)

BOS ($87k)

Carnarvon ($11k)

DW Coal ($254k)

Fernlee ($252k)

Waitara ($30k). These intercompany debts are unlikely to be recovered with the exception of Alpha and DW Coal which are contingent on respective asset sales. Further details regarding these asset sales are disclosed in Appendices J and O respectively. For completeness, BC owns shares in 11 subsidiaries. All of these subsidiaries are in administration and we considered these shares to have no value. Creditors Secured creditors Please refer Section 7.1 for details on the secured creditors. Priority creditors BC has no known employees or priority creditors. Unsecured creditors BC has three known unsecured creditors, two of which are intercompany creditors. A summary of the unsecured creditors is detailed below:

Unsecured creditors Amount $’000

Credit Suisse

BEL (intercompany)

DJB Coal (intercompany)

65,026

2,029

11,035

Total 78,090

Please refer to Section 7.3 for further details regarding the key unsecured creditors, as well as the intercompany creditors.

110

Financial history BC is a holding company and generates no direct revenue. BC’s MA’s record the intercompany loans only and there was no movement in the last three financial years. Director’s RATA The Director submitted a RATA for BC as at 22 September 2014. A summary is detailed below:

Category Director’s RATA

Book Value

$’000

ERV*

$’000

Assets

Intercompany loans 2,259 Unknown

Plant and equipment 3 Unknown

Investments in subsidiaries 1,538 Unknown

Sub total 3,800 Unknown



Surplus / (deficiency) to creditors (9,264) Unknown



Estimated return to creditors Any return to unsecured creditors of BC is contingent on dividends from Alpha and DW Coal. The amount of these dividends needs to exceed the costs of the administration and liquidation in order to allow sufficient funds for a return to creditors. At this stage a return to creditors of BC is considered unlikely given the above contingent factors.

111

Appendix G – SCC summary

SCC overview SCC is a wholly owned subsidiary of BC. BEL is the ultimate parent company. SCC was registered on 16 May 2006 for the purposes of resource exploration and development of the Springsure Creek Project. SCC holds mining tenements EPC 891 (Springsure Creek), EPC 1221 (Arcturus), EPC 1131 (Gemini) and EPC 1140 (Denison). On 22 September 2014 the Board placed SCC into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. On 21 October 2014 Credit Suisse appointed the Receivers over SCC and its assets. Statutory information A search of ASIC’s database reveals the following details of SCC and its directors, other officers and shareholders:

Company details

Date of registration 16 May 2006


Brisbane QLD 4000


Michael John Gray

John Harry Pegler




John Harry Pegler





16 May 2006 to 23 January 2015



Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held

1 Bandanna Coal Pty Ltd (Administrators Appointed)

2,600 2,600 100%

Source: Infotrack


112

Assets SCC primary asset is the Springsure Creek Project which relates to EPC 891. The Springsure Creek Project is discussed in further detail in Section 6.1. SCC also holds three other tenements, being EPC 1221 (Arcturus), EPC 1131 (Gemini) and EPC 1140 (Denison). Following the appointment of the Receivers on 21 October 2014, control and maintenance of the above assets passed over to same. We are not aware of any SCC tenement sales to date. Financial assurance and security deposits are held in respect of tenements EPC 891 ($72.5k), EPC 1131 ($2.5k), EPC 1221 ($2.5k) and EPC 1140 ($2.5k). These deposits may be recoverable, in part or in full, upon a sale or successful relinquishment of the tenements. The refund of these deposits is subject to DNRM and DEHP review and approval. In addition, SCC has an intercompany debt in its favour from SPH ($5k). This intercompany debt is unlikely to be recovered. For completeness, SCC owns shares in SAH which is in administration. We consider these shares to have no value. Creditors Secured creditors Please refer Section 7.1 for details on the secured creditors. Priority creditors There are no known employees or priority creditors of SCC. Unsecured creditors SCC has 21 known unsecured creditors, four of which are intercompany creditors. A summary of the unsecured creditors is detailed below:

Unsecured creditors Amount ($'000)

WICET 602,060

Aurizon Network Pty Ltd 29,700

John Holland 474

AH Eden, MB Eden, CA Eden 37

Air Noise Environment 30

Gilbert & Sutherland Pty Ltd 11

KE Cherry 10

T & J Jeppesen 10

CB and KA Travers 9

MJ and LT Hanrahan 9

WR and ST Dixon 7

AR and AJ Schwarz 3

ACIRL Quality Testing Services 1

DJ Mining 0

J Barlow Consultants 0

Mathew Consultants 0

Resolve Geo 0

Intercompany creditors

BEL 71,566

BC 1,031

DW Coal 0

Fernlee 61

705,017

113

Please refer to Section 7.3 for further details regarding the key unsecured creditors, as well as the intercompany creditors. Financial history A summary of SCC’s financial performance and position over the last three financial years prior to our appointment is detailed below. We note the increase in the intercompany loans correlate with the increase in the exploration, evaluation, design and procurement costs which were funded by BEL:

SCC’s financial performance for the period:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Revenue (Rental income) - 50 80

Expenses

Professional costs, including legal fees (1,426) (1,137) (69)

Overheads and corporate costs (51) (91) (2)

Depreciation and amortisation - (5) (5)

Total costs (1,477) (1,233) (76)

Net profit/(loss) after tax (1,477) (1,183) 4

Source: SCC’s unaudited MA’s

SCC’s financial position

as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Current assets 10 36 10

Non-current assets

Plant and equipment 10 42 39

Exploration, evaluation, design and procurement costs

42,808 65,009 67,565

Intangible assets (water licence) 2,363 2,363 2,363


Total assets 45,191 67,450 69,977

Current liabilities

Payables (1,380) (2,263) -

Intercompany loans (45,306) (67,866) (72,652)

Total current liabilities (46,686) (70,129) -

Total non-current liabilities - - -


Net assets / (liabilities) (1,495) (2,679) (2,675)

Equity

Share capital 2 2 3


Total equity (1,495) (2,679) (2,675)

Source: SCC’s unaudited MA’s

114

Directors’ RATA The Directors submitted a RATA for SCC as at 22 September 2014. A summary is detailed below:

SCC Directors’ RATA

Book Value

$’000

ERV*

$’000

Assets

Sundry debtors 5 Unknown

Plant and equipment 50 Unknown

Other 87,257 Unknown

Sub Total 87,312 Unknown


General security interest holders (68,153) (68,153)





Estimated return to creditors It is unlikely there will be any return to unsecured creditors of SCC as the current market value of the assets is unlikely to exceed the costs of realisation and the secured debt.

115

Appendix H – SPH summary

SPH overview SPH is wholly owned by BEL and was registered on 23 June 2011 for the purposes of holding properties acquired for the advancement of the Springsure Creek Project. SPH owns four properties known as Denlo Park, Cedar Park, Adelong and Palari, as well as a water licence. On 22 September 2014 the Board placed SPH into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. On 21 October 2014 Credit Suisse appointed the Receivers over SPH and its assets. Statutory information A search of ASIC’s database reveals the following details of SPH and its directors, other officers and shareholders:

Company details

Date of registration 23 June 2011


Brisbane QLD 4000


Michael John Gray




John Harry Pegler




23 June 2011 to 23 January 2015



Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


1 1 100%

Source: Infotrack


116

Assets SPH owns the following assets: 1. Property known as Denlo Park. Purchased in October 2011 for $7.5m

2. Property known as Cedar Park. Purchased in May 2014 for $12.5m

3. Property known as Palari. Purchased in July 2014 for $1.85m

4. Property known as Adelong. Purchased in August 2014 for $1.43m

5. Water licence purchased in FY13 for $2.175m

The properties and the water licence are subject to leases and subleases respectively as at the date of Administration. Following the appointment of the Receivers on 21 October 2014, control and maintenance of the above assets passed over to same. Creditors Secured creditors Please refer Section 7.1 for details on the secured creditors. Priority creditors There are no known employees or priority creditors of SPH. Unsecured creditors SPH has four known unsecured creditors, three of which are intercompany creditors. A summary of the unsecured creditors is detailed below:

Unsecured creditors Amount $’000

MJ and LT Hanrahan 500

BEL (intercompany) 24,764

SCC (intercompany) 5

SAH (intercompany) 143

Total 25,412

Please refer to Section 7.3 for further details regarding the key unsecured creditors, as well as the intercompany creditors. For completeness, the Hanrahan’s are in possession of a bank guarantee for the full value of the debt.

117

Financial history A summary of SPH’s financial performance and position over the last three financial years prior to our appointment is detailed below. We note the increase in the intercompany loans correlate with the increase in the land and buildings account as a result of SPH acquiring the assets which were funded by BEL:

SPH’s financial performance for the period:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Revenue (Rental income) 941 309 154

Expenses

Management fees (258) (250) -

Corporate costs - - -

Overheads (38) (44) (28)

Finance costs (7) (11) (4)


Other costs - (36) -

Total expenses (310) (358) (45)

Net profit/(loss) after tax 631 (49) 109

Source: SPH’s unaudited MA’s

SPH’s financial position

as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Current assets

Cash and receivables 212 254 255

Prepayments 3 4 8

Total current assets 215 258 263

Non-current assets

Land and buildings 8,349 23,086 24,519

Plant and equipment 168 161 154

Work in progress - 185 5


Total assets 8,732 23,690 24,941

Current liabilities

Other current liabilities (96) (114) -

Total current liabilities (96) (114) -

Non-current liabilities


Total non-current liabilities (8,667) (23,656) (24,912)


Net assets / (liabilities) (31) (80) 29

Equity (31) (80) 29

Source: SPH’s unaudited MA’s

118

Directors’ RATA The Directors submitted a RATA for SPH as at 22 September 2014. A summary is detailed below:

SPH Director’s RATA

Book value

$’000

ERV*

$’000

Assets subject to specific security interests 24,711 Unknown

Relevant secured creditor claims (50,000) (50,000)

Surplus/(deficit) on specific security interests

(25,289) Unknown

Assets

Sundry debtors (rent on properties) 254 254

Other 2 Unknown

Surplus on specific security interests (from above)

256 Unknown

Sub total (25,033) Unknown


General security interest holders (68,153) (68,153)





Estimated return to creditors It is unlikely there will be any return to unsecured creditors of SPH as the current market value of the assets is unlikely to exceed the costs of realisation and the secured debt.

119

Appendix I – Advocate summary

Advocate overview Advocate is a wholly owned subsidiary of BEL. Advocate owns two bentonite tenements, being EPM 17568 (Planet Creek) and EPM 17932 (Planet Creek 2). This tenement was applied for to target shallow occurrences of bentonite found as a result of coal exploration activities undertaken for EPC 1742 (Arcadia). On 18 February 2015 the Board placed Advocate into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Advocate and its directors, other officers and shareholders:

Company details

Date of registration 28 October 1980


Brisbane QLD 4000


Michael John Gray




John Harry Pegler







Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


10,200 10,200 100%

Source: InfoTrack


120

Assets Advocate owns tenements EPM 17568 (Planet Creek) and EPM 17932 (Planet Creek 2). We have received one acceptable offer for the tenements and are awaiting completion of the sale. The offered amount is withheld given it is commercially sensitive. We are continuing to maintain the tenements throughout the Administration period and the sale process. A financial assurance deposit of $2.5k is held in respect of each tenement. These deposits may be recoverable, in part or in full, upon a sale or successful relinquishment of the tenements. The refund of these deposits is subject to DNRM and DEHP review and approval. Creditors Advocate has no known creditors of any class except for one intercompany loan from BEL ($72k). Financial history Advocate was an exploration company and generated no revenue. A summary of Advocate’s balance sheet for the last three financial years is detailed below which shows the intercompany loans were primarily used to fund exploration activities associated with Advocate’s tenements (costs capitalised):

Advocate’s financial position

as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets (Exploration) 62 68 71

Non-current liabilities (Intercompany loans) (64) (70) (74)

Net assets / (liabilities) (2) (2) (3)

Total equity (2) (2) (3)

Source: Advocate’s unaudited MA’s

Director’s RATA The Director submitted a RATA for Advocate as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposit and the intercompany loan to BEL. Estimated return to creditors It is unlikely there will be any return to any class of creditors of Advocate as the current market value of the tenements is unlikely to exceed the costs of realisation and the costs of the administration or liquidation.

121

Appendix J – Alpha summary

Alpha overview Alpha is a wholly owned subsidiary of BC. BEL is the ultimate parent company. Alpha holds a 50% JV interest in the South Galilee Project. AMCI is the JV partner and project manager. The South Galilee Project comprises EPC 1049, EPC 1179 and EPC 1180, with MLa 70453 covering the northern portion of the tenements. On 18 February 2015 the Board placed Alpha into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Alpha and its directors, other officers and shareholders:

Company details



Brisbane QLD 4000


Michael John Gray




John Harry Pegler







Hasaka Martin

Tess Amelia Lye




% of shares held


1,000 1,000* 100%

Source: Infotrack

* Note ASIC’s records shows no value for the shares despite noting the shares are fully paid by the shareholder.

122

Assets We have not received any offers for Alpha’s JV interest in the South Galilee Project to date. We are continuing to maintain the tenements throughout the Administration period and the sale process. We, together with Management, will reassess the sale process and the commercial benefits of maintaining these tenements subject to the outcome of the Second Meetings to be held on 30 March 2016. Financial assurance deposits of $2.5k are held in respect of EPC 1179 and EPC 1180. These deposits may be recoverable, in part or in full, upon a sale or successful relinquishment of the tenements. The refund of these deposits is subject to DNRM and DEHP review and approval. Alpha received a refund of $5k in respect of the deposits lodged for EPC 1048. Creditors Alpha has no known creditors of any class except for two intercompany loans from BEL ($4.1m) and BC ($110k). Financial history Alpha was an exploration company and generated no revenue. A summary of Alpha’s balance sheet for the last three financial years is detailed below which shows the intercompany loans were primarily used to fund exploration activities associated with Alpha’s tenements (costs capitalised):

Alpha’s financial position

as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Deposits 10 10 10

Exploration 7,030 7,845 8,282

JV share of assets 373 182 183


Non-current liabilities


JV share of liabilities (15) (64) (51)

Total non-current liabilities (3,141) (3,770) (4,227)

Net assets 4,272 4,267 4,248

Total equity 4,272 4,267 4,248

Source: Alpha’s unaudited MA’s

Director’s RATA The Director submitted a RATA for Alpha as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposits and the intercompany loans to BEL and BC. Two of the listed deposits had been refunded. Estimated return to creditors There has been no buyer for Alpha’s assets in the current market. This may change in the future which may result in a potential return to creditors. In the interim and given the lack of a buyer, it is unlikely there will be any return to any class of creditors.

123

Appendix K – Arcadia summary

Arcadia overview Arcadia is a wholly owned subsidiary of BC. BEL is the ultimate parent company. Arcadia holds EPC 1742. The project is currently at the exploration stage with a significant resource and conceptual, single underground longwall mining study completed. On 18 February 2015 the Board placed Arcadia into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Arcadia and its directors, other officers and shareholders:

Company details



Brisbane QLD 4000


Michael John Gray




John Harry Pegler







Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


2,600 2,600 100%

Source: Infotrack


124

Assets Arcadia owns tenement EPC 1742. We have received one acceptable offer for the tenement and are awaiting completion of the sale. The offered amount is withheld given it is commercially sensitive in nature. We are continuing to maintain the tenement throughout the Administration period and the sale process. A financial assurance deposit of $2.5k is held in respect of the tenement. This deposit may be recoverable, in part or in full, upon a sale or successful relinquishment of the tenement. The refund of these deposits is subject to DNRM and DEHP review and approval. Creditors Arcadia has no known creditors of any class except for two intercompany loans from BEL ($1.3m) and BC ($485k). Financial history Arcadia was an exploration company and generated no revenue. A summary of Arcadia’s balance sheet for the last three financial years is detailed below which shows the intercompany loans were primarily used to fund exploration activities associated with Arcadia’s tenements (costs capitalised):

Arcadia’s financial position as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Deposits 10 10 10

Exploration 1,733 1,757 1,775


Non-current liabilities (intercompany loans) (1,760) (1,784) (1,802)



Source: Arcadia’s unaudited MA’s

Director’s RATA The Director submitted a RATA for Arcadia as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposit and the intercompany loans to BEL and BC. Three of the listed deposits related to different subsidiaries. Estimated return to creditors It is unlikely there will be any return to any class of creditors of Arcadia as the current market value of the tenement is unlikely to exceed the costs of realisation and the costs of the administration or liquidation.

125

Appendix L – BOS summary

BOS overview BOS is a wholly owned subsidiary of BC. BEL is the ultimate parent company. BOS was registered in June 2007 for the purposes of resource exploration and development. It currently holds five oil shale tenements, being EPM 16553 (Mt Bison), EPM 16666 (Toolebuc), EPM 16667 (South Duaringa), EPM 16668 (North Proserpine) and EPM 17567 (Plevna).

On 18 February 2015 the Board placed BOS into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of BOS and its directors, other officers and shareholders:

Company details



Brisbane QLD 4000


Michael John Gray




John Harry Pegler




12 June 2007 to 23 January 2015



Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


1,000 1,000 100%

Source: InfoTrack


126

Assets BOS owns five oil shale tenements, being EPM 16553 (Mt Bison), EPM 16666 (Toolebuc), EPM 16667 (South Duaringa), EPM 16668 (North Proserpine) and EPM 17567 (Plevna). We have not received any offers for these tenements to date and are continuing to maintain the tenements throughout the Administration period and the sale process. We will reassess the sale process and the commercial benefits of maintaining these tenements subject to the outcome of the Second Meetings to be held on 30 March 2016. Financial assurance deposits of $2.5k are held in respect of each tenement. These deposits may be recoverable, in part or in full, upon a sale or successful relinquishment of the respective tenements. The refund of these deposits is subject to DNRM and DEHP review and approval. Creditors BOS has no known creditors of any class except for two intercompany loans from BEL ($416k) and BC ($87k). Financial history BOS was an exploration company and generated no revenue. A summary of BOS’ balance sheet for the last three financial years is detailed below which shows the intercompany loans were primarily used to fund exploration activities associated with Carnarvon’s tenements (costs impaired or capitalised):

BOS’s financial position as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Deposits 10 10 10

Exploration - - 50

Total non-current assets 10 10 60

Non-current liabilities (intercompany loans) (409) (458) (508)


Total equity (399) (448) (448)

Source: BOS’ unaudited MA’s

Director’s RATA The Director submitted a RATA for BOS as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposit and the intercompany loans to BEL and BC. Estimated return to creditors It is unlikely there will be any return to any class of creditors of BOS as the current market value of the tenements is unlikely to exceed the costs of realisation and the costs of the administration or liquidation.

127

Appendix M – Carnarvon summary

Carnarvon overview Carnarvon is a wholly owned subsidiary of BC. BEL is the ultimate parent company. Carnarvon was established in 2007 to carry out exploration work on selected tenements. Carnarvon owns EPC 1189 (Carnarvon North) and EPC 1195 (Carnarvon) of which no resources or reserves have been estimated. On 18 February 2015 the Board placed Carnarvon into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Carnarvon and its directors, other officers and shareholders:

Company details

Date of registration 17 September 2007


Brisbane QLD 4000


Michael John Gray




John Harry Pegler




17 September 2007 to 23 January 2015



Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


1,000 100 100%

Source: Infotrack


128

Assets Carnarvon owns tenements EPC 1189 (Carnarvon North) and EPC 1195 (Carnarvon). We have not received any offers for these tenements to date and are continuing to maintain the tenements throughout the Administration period and the sale process. We will reassess the sale process and the commercial benefits of maintaining these tenements subject to the outcome of the Second Meetings to be held on 30 March 2016. Financial assurance deposits of $2.5k are held in respect of each tenement. These deposits may be recoverable, in part or in full, upon a sale or successful relinquishment of the respective tenements. The refund of these deposits is subject to DNRM and DEHP review and approval. Creditors Carnarvon has no known creditors of any class except for two intercompany loans from BEL ($196k) and BC ($11k). Financial history Carnarvon was an exploration company and generated no revenue. A summary of Carnarvon’s balance sheet for the last three financial years is detailed below which shows the intercompany loans were primarily used to fund exploration activities associated with Carnarvon’s tenements (costs capitalised):

Carnarvon’s financial position as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Deposits 6 6 6

Exploration 155 185 201





Source: Carnarvon’s unaudited MA’s

Director’s RATA The Director submitted a RATA for Carnarvon as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposit and the intercompany loans to BEL and BC. Estimated return to creditors It is unlikely there will be any return to any class of creditors of Carnarvon as the current market value of the tenements is unlikely to exceed the costs of realisation and the costs of the administration or liquidation.

129

Appendix N – Denison summary

Denison overview Denison is a wholly owned subsidiary of BC. BEL is the ultimate parent company. Denison is a dormant company which was formed for future tenement holding and exploration activities. It holds no known assets. On 18 February 2015 the Board placed Denison into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Denison and its directors, other officers and shareholders:

Company details

Date of registration 1 February 2013


Brisbane QLD 4000


Michael John Gray




John Harry Pegler

1 February 2013 to present

1 February 2013 to 6 February 2015


1 February 2013 to 23 January 2015

1 February 2013 to 10 December 2014


Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton


1 February 2013 to 17 March 2014



% of shares held

1 Bandanna Coal Pty Ltd


1,200 1,200 100%

Source: InfoTrack


130

Assets Denison has no known assets. Creditors Denison has no known creditors of any class except for one intercompany loan from BEL ($479). Financial history

Denison is a dormant entity and has not traded in the last three financial years. Denison’s balance

sheet records the intercompany loan only and there was no movement in the balance sheet in the last

three financial years. Director’s RATA The Director submitted a RATA for Denison as at 18 February 2015 which disclosed the intercompany loan to BEL. Estimated return to creditors It is unlikely there will be any return to any class of creditors as Denison does not have any known assets.

131

Appendix O – DW Coal summary

DW Coal overview DW Coal is a wholly owned subsidiary of BC. The ultimate parent company is BEL. DW Coal owns the Dingo West Project which is discussed in further detail in Section 6.3. On 18 February 2015 the Board placed DW Coal into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of DW Coal and its directors, other officers and shareholders:

Company details


Registered office and principle place of business

Level 4, 260 Queen Street

Brisbane QLD 4000


Michael John Gray




John Harry Pegler







Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton




No. Shareholder Total shares held

Value ($)

% of shares held


1,000 1,000* 100%

Source: InfoTrack

* Note ASIC’s records shows no value for the shares despite noting the shares are fully paid by the shareholder.

132

Assets DW Coal owns the Dingo West Project which is discussed in further detail in Section 6.3. A financial assurance deposit of $2.5k is held in respect of the Dingo West Project. This deposit may be recoverable, in part or in full, upon a sale or successful relinquishment of the tenement. The refund of this deposit is subject to DNRM and DEHP review and approval. In addition to the above, DW Coal has an intercompany debt in its favour from SCC ($280). This intercompany debt is unlikely to be recovered. For completeness, DW Coal owns shares in DW Property which is in administration. We consider these shares to have no value. Creditors DW Coal has no known creditors of any class except for two intercompany loans from BEL ($11.7m) and BC ($254k). Financial history DW Coal was an exploration company and generated no revenue. It incurred some minor expenses in FY13 ($122k) and FY14 ($17k). A summary of DW Coal’s financial position over the last three financial years prior to our appointment is detailed below. We note the increase in the intercompany loans correlate with the increase in the exploration costs which were funded by BEL:

DW Coal’s financial position

as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Exploration costs 12,770 13,410 13,326


Current liabilities (trade payables) (24) (100) -

Non-current liabilities (intercompany loans) (11,375) (11,956) (11,972)


Net assets / (liabilities) 1,371 1,354 1,354

Total equity 1,371 1,354 1,354

Source: DW Coal’s unaudited MA’s

Director’s RATA The Director submitted a RATA for DW Coal as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposit and the intercompany loans to BEL and BC. Estimated return to creditors A return to creditors in DW Coal is contingent on the agreed sale of the Dingo West Project completing. If the sale does not complete, we will need to revert to the other bidders and or recommence the sale process which would delay any potential return to creditors.

133

Appendix P – DW Property summary

DW Property overview DW Property is a wholly owned subsidiary of DW Coal. The ultimate parent company is BEL. DW Property was founded in 2013 to be the entity that would hold any property assets that may be acquired during the development of the Dingo West Project. DW Property remained dormant and does not any known assets. On 18 February 2015 the Board placed DW Property into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of DW Property and its directors, other officers and shareholders:

Company details

Date of registration 23 January 2013


Brisbane QLD 4000


Michael John Gray




John Harry Pegler

23 January 2013 to present



23 January 2013 to 23 January 2015

23 January 2013 to 10 December 2014


Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton


23 January 2013 to 17 March 2014


No. Shareholders No. shares Value ($)

% of shares held

1 Dingo West Coal Pty Ltd (Administrators Appointed)

1,200 1,200 100%

Source: InfoTrack


134

Assets DW Property has no known assets. Creditors DW Property has no known creditors of any class except for one intercompany loan from BEL ($236). Financial history

DW Property is a dormant entity and has not traded in the last three financial years. DW Property’s

balance sheet records the intercompany loan only and there was no movement in the balance sheet

in the last three financial years. Director’s RATA The Director submitted a RATA for DW Property as at 18 February 2015 which disclosed the intercompany loan to BEL. Estimated return to creditors It is unlikely there will be any return to any class of creditors as DW Property does not have any known assets.

135

Appendix Q – DJB Coal summary

DJB Coal overview DJB Coal is a wholly owned subsidiary of BC. BEL is the ultimate parent company. DJB Coal was acquired by the Group and has remained a dormant entity since its acquisition. On 18 February 2015 the Board placed DJB Coal into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL or repayment of the intercompany debts from BEL and or BC. Statutory information A search of ASIC’s database reveals the following details of DJB Coal and its directors, other officers and shareholders:

Company details

Date of registration 13 September 2004


Brisbane QLD 4000


Michael John Gray




John Harry Pegler







Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


231,000 231,000 100%

Source: InfoTrack


136

Assets DJB Coal has no known assets other than intercompany debts in its favour from BEL ($4.5m) and BC ($11m). Creditors DJB Coal has no known creditors of any class. Financial history

DJB Coal is a dormant entity and has not traded in the last three financial years. A summary of its

balance sheets for the last three financial years is detailed below:

DJB Coal’s financial position as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Deposits 13 13 13

Intercompany loans 15,533 15,533 15,533


Equity

Share capital 231 231 231

Retained earnings / (losses) 15,315 15,315 15,315

Total equity 15,546 15,546 15,546

Source: DJB Coal’s unaudited MA’s

There were no movements in the balance sheet from FY13 to FY15 YTD.

Director’s RATA The Director submitted a RATA for DJB Coal as at 18 February 2015. A summary is detailed below:

DJB Coal Director’s RATA

Book value

$’000

Estimated value

$’000

Assets

Security deposits 13 Unknown

Intercompany loans – BEL 4,498 Unknown

Intercompany loans - BC 11,035 Unknown

Sub total 15,545 Unknown


Unsecured creditors (231) (231)

Surplus / (deficiency) to creditors 15,314 Unknown



Estimated return to creditors As DJB Coal does not have any known creditors, any net asset realisations will be for the benefit of DJB Coal’s sole shareholder, BC.

137

Appendix R – Enterprise summary

Enterprise overview Enterprise is a wholly owned subsidiary of BEL. Enterprise was a dormant company which held no assets as at the date of our appointment. On 18 February 2015 the Board placed Enterprise into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Enterprise and its Directors, other officers and shareholders:

Company details

Date of registration 19 November 1979


Brisbane QLD 4000


Michael John Gray




John Harry Pegler







Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


2 2 100%

Source: InfoTrack


138

Assets Enterprise has no known assets. Creditors Enterprise has no known creditors of any class except for two intercompany loans from BEL ($4k) and TOE ($200). Financial history

Enterprise is a dormant entity and has not traded in the last three financial years. Enterprise’s balance

sheet records the intercompany loans only and there was no movement in the balance sheet in the last three financial years,

Director’s RATA The Director submitted a RATA for Enterprise as at 18 February 2015 which disclosed the intercompany loans to BEL and TOE. Estimated return to creditors It is unlikely there will be any return to any class of creditors as Enterprise does not have any known assets.

139

Appendix S – Fernlee summary

Fernlee overview Fernlee is a wholly owned subsidiary of BC. BEL is the ultimate parent company. Fernlee is an exploration company and holds tenements EPC 1103 (Fernlee) and EPC 1185 (Fernlee North). At the date of our appointment no resources had been estimated. The tenements are considered to have the potential to contain thermal coal of a similar quality to those found in adjacent tenements. On 18 February 2015 the Board placed Fernlee into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Fernlee and its directors, other officers and shareholders:

Company details

Date of registration 31 October 2006


Brisbane QLD 4000

Directors’ details Appointment from/to

Michael John Gray




John Harry Pegler






Secretaries’ details Appointment from/to

Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


1,000 1,000 100%

Source: InfoTrack


140

Assets Fernlee owns tenements EPC 1103 (Fernlee) and EPC 1185 (Fernlee North). We have received one acceptable offer for EPC 1103 and are continuing to liaise with the purchaser to finalise a sale. The offered amount is withheld given it is commercially sensitive. We have not received any offers for EPC 1185 to date and are continuing to maintain the tenements throughout the Administration period and the sale process. We will reassess the sale process and the commercial benefits of maintaining these tenements subject to the outcome of the Second Meetings. Financial assurance deposits are held in respect of both tenements, being $40k for EPC 1103 and $2.5k for EPC 1185. These deposits may be recoverable, in part or in full, upon a sale or successful relinquishment of the tenement. The refund of these deposits is subject to DNRM and DEHP review and approval. In addition to the tenements, Fernlee is owed an intercompany debt from SCC in the amount of $61k. This intercompany debt is unlikely to be recovered. Creditors Fernlee has no known creditors of any class except for two intercompany loans from BEL ($726k) and BC ($252k). Financial history Fernlee was an exploration company and generated no revenue. A summary of Fernlee’s balance sheet for the last three financial years is detailed below which shows the intercompany loans were primarily used to fund exploration activities associated with Fernlee’s tenements (costs capitalised):

Fernlee’s financial position as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Deposits 5 5 5


Intercompany debtors 61 61 61


Non-current liabilities (Intercompany loans) (927) (952) (978)



Source: Fernlee’s unaudited MA’s

Director’s RATA The Director submitted a RATA for Fernlee as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposit and the intercompany loans to BEL and TOE. Estimated return to creditors It is unlikely there will be any return to any class of creditors of Fernlee as the current market value of the tenements is unlikely to exceed the costs of realisation and the costs of the administration or liquidation..

141

Appendix T – Gemini summary

Gemini overview Gemini is a wholly owned subsidiary of BC. BEL is the ultimate parent entity. Gemini is a dormant entity which was established for the purposes of holding transport assets for the Group. It holds no known assets. On 18 February 2015 the Board placed Gemini into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Gemini and its directors, other officers and shareholders:

Company details



Brisbane QLD 4000

Directors’ details Appointment from/to

Michael John Gray




John Harry Pegler



1 January 2013 6 February 2015

19 September 2012 to 23 January 2015


Secretaries’ details Appointment from/to

Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


1 1 100%

Source: InfoTrack


142

Assets Gemini has no known assets. Creditors Gemini has no known creditors of any class except for one intercompany loan from BEL ($3k). Financial history

Gemini is a dormant entity and has never traded. It does not have any known financial records other

than the recording of the intercompany loan from BEL. Director’s RATA The Director submitted a blank RATA for Gemini as at 18 February 2015. Estimated return to creditors It is unlikely there will be any return to any class of creditors as Gemini does not have any known assets.

143

Appendix U – SAH summary

SAH overview SAH is a wholly owned subsidiary of SCC. BEL is the ultimate parent company. SAH was formed in November 2012 with the intended purpose of dealing with any agricultural aspects of the Springsure Creek Project. SAH never dealt with any assets and remains a dormant entity. On 18 February 2015 the Board placed SAH into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of SAH and its directors, other officers and shareholders:

Company details


Registered office and principle place of business Level 4, 260 Queen Street, Brisbane QLD 4000


Michael John Gray




John Harry Pegler

22 November 2012 to present



22 November 2012 to 23 January 2015

22 November 2012 to 10 December 2014


Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton


22 November 2012 to 17 March 2014



% of shares held

1 Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed)

1,200 1,200 100%

Source: IntoTrack


144

Assets SAH has no known assets other than an intercompany debt in its favour from SPH ($143k). This intercompany debt is unlikely to be recovered. Creditors SAH has no known creditors of any class except for one intercompany loan from BEL ($143k). Financial history

SAH is a dormant entity and has never traded. It does not have any known financial records other

than the recording of the intercompany loans to and from SPH and BEL respectively. Director’s RATA The Director submitted a RATA for SAH as at 18 February 2015 which disclosed the intercompany loans to and from SPH and BEL respectively. Estimated return to creditors It is unlikely there will be any return to any class of creditors of SAH given there are no likely asset realisations.

145

Appendix V – TOE summary

TOE overview TOE is a wholly owned subsidiary of BEL. It was established in 1995 to explore and develop oil and gas tenements. In 2011 the oil and gas tenements of TOE were sold for $2m, realising a loss on sale of $59k. TOE has remained dormant since the sale in 2011 and does not hold any known assets other than an intercompany debt. On 18 February 2015 the Board placed TOE into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Traditional Oil and its directors, other officers and shareholders:

Company details



Brisbane QLD 4000


Michael John Gray




John Harry Pegler







Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


19,501,786 450,958 100%

Source: Infotrack


146

Assets TOE has no known assets other than an intercompany debt in its favour from BEL ($2.4m). Creditors TOE has no known creditors of any class. Financial history

TOE is a dormant entity and has not traded in the last three financial years. It does not have any

known financial records other than the recording of the intercompany loan to BEL. Director’s RATA The Director submitted a RATA for TOE as at 18 February 2015 which disclosed the intercompany loan to BEL. Estimated return to creditors As TOE does not have any known creditors, any net asset realisations from the intercompany loan to BEL will be for the benefit of TOE’s sole shareholder, which is also BEL.

147

Appendix W – Waitara summary

Waitara overview Waitara is a wholly owned subsidiary of BC. BEL is the ultimate parent company. Waitara holds tenement EPC 1197 (Wanella). At the date of our appointment no resources had been estimated. Based on regional geology and products mined from adjacent mines, it is expected that the tenement will contain coking coal and/or PCI. On 18 February 2015 the Board placed Waitara into Administration after forming the view it would not be able to meet its debts as and when they become due and payable without ongoing financial support from BEL. Statutory information A search of ASIC’s database reveals the following details of Waitara and its directors, other officers and shareholders.

Company details

Date of registration 30 March 2007


Brisbane QLD 4000


Michael John Gray




John Harry Pegler




30 March 2007 to 23 January 2015



Hasaka Martin

Tess Amelia Lye

Lisa Jane Dalton





% of shares held


1,000 1,000 100%

Source: InfoTrack


148

Assets Waitara owns tenement EPC 1197 (Wanella). We have not received any offers for the tenement and are continuing to maintain the tenement throughout the Administration period and the sale process. We will reassess the sale process and the commercial benefits of maintaining the tenement subject to the outcome of the Second Meetings to be held on 30 March 2016. A financial assurance deposit of $2.5k is held in respect of the tenement. This deposit may be recoverable upon a sale or successful relinquishment of the tenement. The refund of this deposit is subject to DNRM and DEHP review and approval. Creditors Waitara has no known creditors of any class except for two intercompany loans from BEL ($888k) and BC ($30k). Financial history Waitara was an exploration company and generated no revenue. A summary of Waitara’s balance sheet for the last three financial years is detailed below which shows the intercompany loans were primarily used to fund exploration activities associated with Waitara’s tenement (costs capitalised):

Waitara’s financial position as at the end of:

FY13 MA

$’000

FY14 MA

$’000

FY15 YTD Aug-14 MA

$’000

Non-current assets

Deposits 2 2 2



Current liabilities (trade creditors) - (5) -


Total liabilities (698) (911) (917)



Source: Waitara’s unaudited MA’s

Director’s RATA The Director submitted a RATA for Waitara as at 18 February 2015 which disclosed the above capitalised costs of the tenement, security deposit and the intercompany loans to BEL and BC. Estimated return to creditors It is unlikely there will be any return to any class of creditors of Waitara as the current market value of the tenement is unlikely to exceed the costs of realisation and the costs of the administration or liquidation.

149

Appendix X – Remuneration Reports

Index

Company Name (All Administrators Appointed) ACN Page

Parent:

Bandanna Energy Limited (BEL) 009 356 665 150

Subsidiaries:

Bandanna Coal Pty Ltd (BC) 118 803 704 165

Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (SCC)

119 713 601 175

Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (SPH)

151 660 561 185

Advocate Holdings Pty Ltd (Advocate) 002 020 555 195

Alpha Coal Pty Ltd (Alpha) 119 742 639 206

Arcadia Coal Pty Ltd (Arcadia) 119 713 852 218

Bandanna Oil Shade Pty Ltd (BOS) 125 901 626 228

Carnarvon Coal Pty Ltd (Carnarvon) 127 582 870 238

Denison Coal Pty Ltd (Denison) 162 175 644 248

Dingo West Coal Pty Ltd (DW Coal) 119 713 665 258

Dingo West Property Holdings Pty Ltd (DW Property) 162 068 555 269

DJB Coal Pty Ltd (DJB Coal) 110 928 213 279

Enterprise Energy Pty Ltd (Enterprise) 009 607 292 289

Fernlee Coal Pty Ltd (Fernlee) 122 458 548 299

Gemini Energy Pty Ltd (Gemini) 147 444 148 309

Springsure Agricultural Holdings Pty Ltd (SAH) 161 348 269 319

Traditional Oil Exploration Pty Ltd (TOE) 069 118 574 329

Waitara Coal Pty Ltd (Waitara) 124 701 695 339

150

Remuneration report Bandanna Energy Limited (Administrators Appointed) (BEL or the Company) ACN 009 356 665 1. Remuneration declaration


3. Description of work completed

4. Calculation of remuneration

5. Statement of remuneration claim

6. Remuneration recoverable from external sources

7. Disbursements

8. Summary of receipts and payments

9. Queries

10. Information sheets

151

1. Remuneration declaration

We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Bandanna Energy Ltd (the Company) in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016



This remuneration report details approval sought for the further remuneration of the Administrators as follows:

Period Date approved Amount (ex GST)

Current remuneration approval sought:

Voluntary Administration

Resolution 1: 1 January 2016 to 29 February 2016 $108,120.50

Resolution 2: 1 March 2016 to completion of the Administration $200,000.00

Liquidation

Resolution 3: 30 March 2016 to completion of the Liquidation $750,000.00

Previously approved remuneration

1 October 2015 to 31 December 2015 22 January 2016 $277,582.50

1 August 2015 to 30 September 2015 23 October 2015 $230,357.50

1 May 2015 to 31 July 2015 17 August 2015 $370,983.50

1 February 2015 to 30 April 2015 29 May 2015 $519,296.00

1 December 2014 to 31 January 2015 25 February 2015 $298,934.50

22 September 2014 to 30 November 2014 18 December 2014 $677,290.00

Please refer to sections 3, 4, 5 and 6 below for full details of the work performed, calculation and composition of the remuneration approval sought.

152


Resolution 1

Summary of work undertaken by the Administrators of the Company and their staff for the period 1 January 2016 to 29 February 2016

Task area General description Includes

Assets

$45,210.50

96.30 hours

Sale of business / assets as a going concern

Internal meetings and external meetings with Macquarie Capital (Australia) Ltd, Bandanna staff and advisors on the sale campaign, interested party meetings and queries, preparation of materials, data room, assessment of offers

Review of marketing materials, data room, meetings regarding engagement of external consultants to provide technical reports, in consultation with Macquarie and Bandanna staff

Assessment of offers for the Group as a whole and proceeding with a formal Asset Sale Agreement where relevant

Liaison with legal advisors on legal issues related to the sales, Group and its assets

Plant & Equipment Sale of various plant and equipment

Pre-appointment Bank accounts and guarantees

Telephone discussions and correspondence with ANZ to maintain the various pre appointment bank account, terms deposits cash backing guarantees and guarantees issued on behalf of the Company and employee credit cards

Other assets Assessment of offers for the Group’s individual assets and proceeding with a formal Asset Sale Agreement where relevant

Land Court Proceedings Instructions to lawyers and counsel

Creditors

$27,344.00

69.80 hours

Creditor enquiries / dealings Address creditor enquiries via meetings, telephone and email

Maintaining creditor enquiry files

Review and prepare correspondence to creditors and their representatives via facsimile, email and post.

Meetings and correspondence with Corrs Chambers Westgarth and counsel regarding Credit Suisse AG

Creditor reports Drafting report to creditors pursuant to s439A, continuing statutory investigations.

Incorporation of Group subsidiary entities into report

Committee of creditors Preparation of report to and notice of meeting of the committee for 22 January 2016.

Preparation of meeting file, including agenda, attendance register, observers register, and draft minutes of meeting.

Conducting meeting on 22 Janauary 2016

Shareholder enquiries Liaising with Computershare to maintain shareholder register, address queries

Attending to shareholder verbal and written enquiries

Employees

$2,860.50

Employees enquiries

Address employee enquiries via telephone, email and in person regarding the administration, entitlements,

153


6.70 hours ongoing engagement.

Calculation of entitlements Monthly review of updated calculations of employee entitlements

Reconciling superannuation accounts

Reviewing employee agreements

Liaising with solicitors regarding entitlements and their calculation

Trade On

$21,360.50

69.00 hours

Trade on management Cash management and funds transfers to the Administrators’ nominated bank accounts for the administration, cash management and term deposit accounts

Liaising with suppliers regarding ongoing provision of services and alteration / cancellation of services not required

Liaising with management and staff regarding fortnightly payment of suppliers, changes to supply (as needed)

Dealing with specific supplier queries as needed

Regular attendance on site in Brisbane, emails and telephone calls with staff and management regarding various day to day operational and other issues

Authorising purchase orders

Maintaining purchase order register

Monitoring cash flow and cash management

Preparing and authorising receipt vouchers

Preparing and authorising payment vouchers

Liaising with OSR regarding payroll tax issues

Employees Reviewing staffing requirements with Bandanna management and implementing terminations

Liaising with the Receivers and Managers of Springsure Creek Coal Pty Ltd to meet the costs of BEL staff for any assistance provided to same

Processing receipts and payments

Entering receipts and payments into accounting system

Budgeting and financial reporting

Maintaining and updating actual to forecast cashflow forecast for the Administration

Meetings with management and staff to discuss trading position, cashflow requirements and cash management

Investigation

$445.50

1.10 hours

Conducting investigation Reviewing Group entity books and records

Review and preparation of Company and Group history

Preparation of comparative financial statements

Investigation and preparation of draft deficiency statements for the Company and subsidiary entities and analysis of intercompany flows from asset realisations

Review of specific transactions

Investigations to identify indicators of insolvency and possible claims for insolvent trading

Preparation of investigation file

Administration

$10,899.50

Document maintenance/file review/checklist

Filing of documents

File reviews and updating checklists

154


36.40 hours Insurance Correspondence with insurer regarding ongoing insurance requirements

Bank account administration Requesting bank statements

Bank account reconciliations

ATO, ASX and other statutory reporting

Attending to ASX announcements

Meetings, telephone calls and emails with Company management and PricewaterhouseCoopers regarding the Bandanna Group GST registration, maintaining dual group and administration registrations, submitting outstanding pre administration tax lodgements and submitting an amended pre administration claim for R&D credits

Preparation and lodgement of ASX announcements to maintain continuous reporting disclosure requirements.

Planning / review Discussions regarding status of the Administration

Meetings regarding strategic planning of the Administration of key aspects

Books and records / storage Dealing with physical and electronic records in storage

Resolution 2

Summary of work to be undertaken by the Administrators of the Company and their staff for the period 1 March 2016 to completion of the Administration


Assets

$22,170.00

67.00 hours







Telephone discussions and correspondence with ANZ to maintain the various pre appointment bank account, terms deposits cash backing guarantees and guarantees issued on behalf of the Company and employee credit cards

Other assets Assessment of offers for the Group’s individual assets and proceeding with a formal Asset Sale Agreement where relevant

Creditors

$86,688.00

256.60 hours

Creditor enquiries / dealings Address creditor enquiries via meetings, telephone and email

Maintaining creditor enquiry files.

Review and prepare correspondence to creditors and their representatives via facsimile, email and post.

Meetings and correspondence with Corrs Chambers Westgarth and counsel regarding Credit Suisse AG.

155


Creditor reports Drafting report to creditors pursuant to s439A, continuing statutory investigations

Incorporation of Group subsidiary entities into report.

Creditors meetings Preparation of report to and notice of second meeting of creditors

Preparation of second meeting of creditors file, including agenda, attendance register, observers register, and draft minutes of meeting

Conducting Second Meeting of creditors

Shareholder enquiries Liaising with Computershare to maintain shareholder register, address queries

Attending to shareholder verbal and written enquiries

Employees

$11,395.00

29.00 hours

Employees enquiries

Address employee enquiries via telephone, email and in person regarding the administration, entitlements, ongoing engagement

Calculation of entitlements Monthly review of updated calculations of employee entitlements

Reconciling superannuation accounts



Trade On

$32,125.00

110.00 hours













Liaison with the Receivers and Managers of Springsure Creek Coal Pty Ltd to meet the costs of the BEL staff for any assistance to same



156



Reviewing and liaising with management regarding budgets

Reviewing monthly financial reports prepared by the Company and subsidiary entities



Investigation

$29,902.00

90.40 hours

Conducting investigation Reviewing Group entity books and records

Review and preparation of Company and Group history


Investigation and preparation of draft deficiency statements for the Company and subsidiary entities and analysis of intercompany flows from asset realisations




Administration

$17,720.00

75.00 hours


Filing of documents




Planning / review Discussions regarding status of the Administration

Meetings regarding strategic planning of the Administration of key aspects

Resolution 3

Summary of work to be undertaken by the Liquidators of the Company and their staff for the period 30 March 2016 to completion of the Liquidation

Task Area General Description Includes

Assets

$159,750.00

450.00 hours



Review of marketing materials, data room, meetings regarding engagement of external consultants to provide technical reports, in consultation with Macquarie and Bandanna staff





Telephone discussions and correspondence with ANZ to maintain the various pre appointment bank account and terms deposits backing guarantees

Other assets Assessment of offers for the Group’s individual assets,

157


including the Emerald Property, and proceeding with a formal Asset Sale Agreement where relevant

Land Court Proceedings Instructions to lawyers and counsel

Creditors

$149,350.00

465.00 hours

Creditor Enquiries Deal with creditor enquiries via telephone


Review and prepare correspondence to creditors and their representatives via facsimile, email and post

Correspondence with committee of creditors members, if applicable

Secured creditor reporting Notifying PPSA registered creditors of appointment

Creditor reports Reporting to creditors, investigations, meeting and general reports to creditors

Dealing with proofs of debt Receipting and filing POD when not related to a dividend

Corresponding with OSR and ATO regarding POD when not related to a dividend

Meeting of Creditors Preparation of meeting notices, proxies and advertisements

Forward notice of meeting to all known creditors

Preparation of meeting file, including agenda, certificate of postage, attendance register, list of creditors, reports to creditors, advertisement of meeting and draft minutes of meeting

Conducting meeting of creditors

Preparation and lodgement of minutes of meeting with ASIC

Responding to stakeholder queries and questions

Employees

$15,240.00

39.0 hours

Employees enquiries Address employee enquiries via telephone, email and in person regarding the administration, entitlements

Calculation of entitlements Reconciling superannuation accounts



Trade On

$138,760.00

424.00 hours





Dealing with office lease




158







Liaison with the Receivers and Managers of Springsure Creek Coal Pty Ltd to meet the costs of the staff whose duties are directly related to the Springsure Creek Project






Investigation

$130,050.00

370.00 hours

Conducting investigation Review of specific transactions


ASIC reporting Preparing statutory investigation reports

Preparing affidavits seeking non lodgements assistance

Liaising with ASIC

Dividend

$78,450.00

235.00hours

Processing proofs of debt Preparation of correspondence to potential creditors inviting lodgement of POD

Receipt of POD and maintain POD register

Adjudicating POD and requesting further information from claimants regarding POD

Preparation of correspondence to claimant advising outcome of adjudication

Dividend procedures Preparation of correspondence to creditors advising of intention to declare dividend

Advertisement of intention to declare dividend

Obtain clearance from ATO to allow distribution of company’s assets

Preparation of dividend calculation

Preparation of correspondence to creditors announcing declaration of dividend

Advertise announcement of dividend

Preparation of distribution

Preparation of dividend file

Preparation of payment vouchers to pay dividend

Preparation of correspondence to creditors enclosing payment of dividend

Administration

$78,400.00

275.00 hours

Correspondence Preparation of day one letters to authorities


Six monthly administration review

Filing of documents


Insurance Correspondence with insurer regarding initial and ongoing insurance requirements

159


Bank account administration Preparing correspondence opening and closing accounts

Requesting bank statements


Correspondence with bank regarding specific transfers

ASIC Form 524 and other forms Preparing and lodging ASIC forms including 505, 509D, 524, 911, etc

Correspondence with ASIC regarding statutory forms

ATO and other statutory reporting

Notification of appointment

Preparing BAS

Completing group certificates

Finalisation Notifying ATO of finalisation

Cancelling ABN / GST / PAYG registration

Completing checklists

Finalising WIP

Planning / Review Discussions regarding status of administration

Books and records / storage Dealing with records in storage

Sending job files to storage

160


Bandanna Energy Limited (Administrators Appointed) ACN 009 356 665 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 1 January 2016 to 29 February 2016

Employee Position $/hours Total

(Ex GST) $ $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs

Grant Sparks Appointee 555.00 15.30 8,491.50 1,831.50 3.30 1,443.00 2.60 166.50 0.30 499.50 0.90 333.00 0.60 4,218.00 7.60

Martin Ford Appointee 555.00 63.20 35,076.00 24,919.50 44.90 1,720.50 3.10 777.00 1.40 7,270.50 13.10 0.00 0.00 388.50 0.70

Ben Campbell Director 490.00 2.60 1,274.00 441.00 0.90 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 833.00 1.70

Hannah Aynsley Senior Manager 460.00 0.60 276.00 0.00 0.00 276.00 0.60 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Andrew Nestorovic Manager 390.00 118.20 46,098.00 17,433.00 44.70 22,269.00 57.10 1,872.00 4.80 2,847.00 7.30 0.00 0.00 1,677.00 4.30

Brie Lansdow n Manager 390.00 0.60 234.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 234.00 0.60

Matthew O'Connor Assistant Manager 340.00 2.20 748.00 68.00 0.20 578.00 1.70 0.00 0.00 68.00 0.20 0.00 0.00 34.00 0.10

Alex Chisholm Senior Analyst 270.00 0.20 54.00 0.00 0.00 0.00 0.00 0.00 0.00 54.00 0.20 0.00 0.00 0.00 0.00

Erin Lord Analyst 1 225.00 63.50 14,287.50 517.50 2.30 1,057.50 4.70 45.00 0.20 10,507.50 46.70 112.50 0.50 2,047.50 9.10

Tim Cassegrain Analyst 1 225.00 0.10 22.50 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 22.50 0.10

Joseph Knynenburg Undergraduate 190.00 0.70 133.00 0.00 0.00 0.00 0.00 0.00 0.00 114.00 0.60 0.00 0.00 19.00 0.10

Bookkeeper 140.00 5.40 756.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 756.00 5.40

Administration 100.00 6.70 670.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 670.00 6.70

Total 279.30 108,120.50 45,210.50 96.30 27,344.00 69.80 2,860.50 6.70 21,360.50 69.00 445.50 1.10 10,899.50 36.40

GST 10,812.05

Total (Including GST) 118,932.55

Average Rate (excluding GST) 387.11 469.48 391.75 426.94 309.57 405.00 299.44

AdministrationTotal

Actual

Hours

Assets Creditors Employees Trade-on Investigation

161

Bandanna Energy Limited (Administrators Appointed) ACN 009 356 665 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total

(Ex GST) $ $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs

555.00 52.00 28,860.00 3,330.00 6.00 11,988.00 21.60 2,220.00 4.00 5,550.00 10.00 3,552.00 6.40 2,220.00 4.00

490.00 80.00 39,200.00 2,940.00 6.00 20,090.00 41.00 2,450.00 5.00 2,450.00 5.00 9,800.00 20.00 1,470.00 3.00

390.00 120.00 46,800.00 7,800.00 20.00 21,060.00 54.00 3,900.00 10.00 5,850.00 15.00 5,850.00 15.00 2,340.00 6.00

340.00 60.00 20,400.00 1,700.00 5.00 10,200.00 30.00 1,700.00 5.00 3,400.00 10.00 2,040.00 6.00 1,360.00 4.00

225.00 172.00 38,700.00 4,500.00 20.00 15,750.00 70.00 1,125.00 5.00 10,125.00 45.00 3,150.00 14.00 4,050.00 18.00

190.00 124.00 23,560.00 1,900.00 10.00 7,600.00 40.00 0.00 0.00 4,750.00 25.00 5,510.00 29.00 3,800.00 20.00

140.00 12.00 1,680.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1,680.00 12.00

100.00 8.00 800.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 800.00 8.00

628.00 200,000.00 22,170.00 67.00 86,688.00 256.60 11,395.00 29.00 32,125.00 110.00 29,902.00 90.40 17,720.00 75.00

20,000.00

220,000.00

318.47 330.90 337.83 392.93 292.05 330.77 236.27

Total (Including GST)

Average Rate (excluding GST)

Analyst

Graduate

Administration

Total

GST

Bookkeeper

AdministrationEmployees Trade-onTotal

Actual

Hours

Assets Creditors Investigation

Director

Manager

Assistant Manager

Appointee

Position

162

Bandanna Energy Limited (Administrators Appointed) ACN 009 356 665 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total

(Ex GST) $ $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs

555.00 250.00 138,750.00 27,750.00 50.00 27,750.00 50.00 5,550.00 10.00 27,750.00 50.00 27,750.00 50.00 11,100.00 20.00 11,100.00 20.00

490.00 216.00 105,840.00 24,500.00 50.00 19,600.00 40.00 980.00 2.00 11,760.00 24.00 24,500.00 50.00 19,600.00 40.00 4,900.00 10.00

390.00 565.00 220,350.00 58,500.00 150.00 39,000.00 100.00 5,850.00 15.00 39,000.00 100.00 39,000.00 100.00 19,500.00 50.00 19,500.00 50.00

340.00 217.00 73,780.00 17,000.00 50.00 17,000.00 50.00 680.00 2.00 17,000.00 50.00 6,800.00 20.00 6,800.00 20.00 8,500.00 25.00

225.00 608.00 136,800.00 22,500.00 100.00 22,500.00 100.00 1,800.00 8.00 33,750.00 150.00 22,500.00 100.00 11,250.00 50.00 22,500.00 100.00

190.00 372.00 70,680.00 9,500.00 50.00 22,800.00 120.00 380.00 2.00 9,500.00 50.00 9,500.00 50.00 9,500.00 50.00 9,500.00 50.00

140.00 20.00 2,800.00 0.00 0.00 700.00 5.00 0.00 0.00 0.00 0.00 0.00 0.00 700.00 5.00 1,400.00 10.00

100.00 10.00 1,000.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1,000.00 10.00

2,258.00 750,000.00 159,750.00 450.00 149,350.00 465.00 15,240.00 39.00 138,760.00 424.00 130,050.00 370.00 78,450.00 235.00 78,400.00 275.00

75,000.00

825,000.00

332.15 355.00 321.18 390.77 327.26 351.49 333.83 285.09



Analyst

Graduate

Administration

Total

GST

Bookkeeper

AdministrationEmployees Trade-onTotal

Actual

Hours

Assets Creditors Investigation Dividend

Director

Manager

Assistant Manager

Appointee

Position

163


At the second meeting of creditors to be held on 30 March 2016, creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 1 January 2016 to 29 February 2016 of $108,120.50 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $200,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $750,000.000 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Future remuneration, where sought, is approved subject to a maximum or cap. Sometimes the actual cost of the Administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. We will not be seeking approval of future remuneration at the forthcoming meeting of the Committee. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.


The Administrators have not received any funding from external sources for the Administrators’ remuneration.

7. Disbursements

Disbursements are divided into three types:

Externally provided professional services – these are recovered at cost. An example of an externally provided professional service disbursement is legal fees.

Externally provided non-professional costs such as travel, accommodation and search fees – these are recovered at cost.

Internal disbursements such as photocopying, printing and postage. These disbursements, if charged to the Administration, would generally be charged at cost; though some expenses such as telephone calls, photocopying and printing may be charged at a rate which recoups both variable and fixed costs. The recovery of these costs must be on a reasonable commercial basis.

We are not required to seek creditor approval for disbursements, but must account to creditors. We have undertaken a proper assessment of disbursements claimed for the Company in accordance with the law and applicable professional standards. We are satisfied that the disbursements claimed are necessary and proper. The following disbursements have been incurred by our firm on behalf of the Administration for the period from 1 January 2016 to 29 February 2016. Once reimbursed to our firm, the below transactions will appear in the Administration receipts and payments listing as appointee disbursements. Where payments to third parties have been paid directly from the Administration bank account, they will be included in the Administration’s receipts and payments.

164

Future disbursements incurred will be charged to the Administration on the following basis:

Internal Disbursements Rate (Excl GST)

Advertising At cost

Courier At cost

Printing Black and white

Colour

A3 – Black and white

A3 - Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Photocopy Black and white Colour

$0.10 per page $0.50 per page

Postage At cost

Scans $0.05 per page

Searches At cost

Staff vehicle use At prescribed ATO rates

Rates applicable as at 1 January 2015


The summary of receipts and payments for the period from 22 September 2014 to 11 March 2016 is attached as Appendix D.

9. Queries

Please contact Erin Lord on +61 7 3222 6800 or by email on [email protected] should you have any queries or require any further information.


Enclosed for your attention as Appendix Y is the ASIC publication ‘Insolvency Information for directors, employees, creditors and shareholders’, which provides an index of all the information sheets that are available including information on ‘Approving fees’. You can download these forms from www.arita.com.au/insolvency-you/insolvency-explained/insolvency-fact-sheets.

Disbursements payable


Total

(Excl GST)

Externally provided non-professional services

Travel Expenses Airfares and taxi fares $32.31

Internal disbursements

Printing (BW) 1,258 pages @ 0.10 per page $125.80

Printing (colour) 231 pages @ 0.50 per page $115.50

Printing A3 (BW) 7 pages @ 0.20 per page $1.40

Photocopy (BW) 103 pages @ 0.10 per page $10.30

Photocopy (colour) 1 pages @ 0.50 per page $0.50

Scanning 71 pages @ 0.05 per page $3.55

Search Fees $72.14

IT Consumables $35.45

Total $396.95

165

.

Remuneration report Bandanna Coal Pty Ltd (Administrators Appointed) (BC or the Company) ACN 118 803 704







7. Disbursements


9. Queries


166


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Bandanna Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016

Grant Sparks, Martin Ford and Philip Carter Administrators


To date, no remuneration has been approved and paid in this Administration. This remuneration report details approval sought for the following fees:

Period Report Reference

Amount (ex GST)



Resolution 1: 22 September 2014 to 29 February 2016 Section 4 $13,577.50

Resolution 2: 1 March 2016 completion of the Administration Section 4 $3,000.00

Liquidation

Resolution 3: 30 March 2016 to completion of the Liquidation Section 4 $10,000.00

* Approval for the future remuneration sought is based on an estimate of the work necessary to the completion of the administration. Should additional work be necessary beyond what is contemplated, further approval may be sought from creditors.

Please refer to report section references detailed in the above table for full details of the calculation and composition of the remuneration approval sought.

167

3. Description of work completed / to be completed

Resolution 1

Summary of work undertaken by the Administrators of the Company and their staff for the period 22 September 2014 to 29 February 2016


Assets 1.5 hours $774.00

Other Assets

Tasks associated with realising other assets

Creditors

14.5 hours

$4,172.50


Creditor reports Preparing reports, investigations, meetings and general reports to creditors






Trade On

11.8 hours

$4,321.00


Reviewing company’s budgets and financial statements

Prepare estimated statement of position

Meetings with management and staff to discuss estimated statement of position

Investigation

5.8 hours

$2,193.00

Conducting investigation Reviewing company’s books and records

Review and preparation of company history

Conducting and summarising statutory searches


Preparation of deficiency statement



Administration

7.7 hours

$2,117.00

Correspondence Preparation of day one letters to state authorities



Filing of documents

File reviews

Updating checklists

ASIC Form 524 and other forms Preparing and lodging ASIC forms including 505, 524, 911, etc




Preparing Group BAS


168

Resolution 2



Creditors

5.30 hours

$1,967.00

Creditor Enquiries Deal with creditor enquiries





Conducting second meeting of creditors


Investigation

0.90 hours

$235.50

Conducting investigation

Reviewing company’s books and records







Administration

3.10 hours

$797.50


Filing of documents


ASIC Form 524 and other forms Preparing and lodging ASIC forms including 524, 911, etc



Preparing BAS

Planning / Review

Discussions regarding status of administration

169

Resolution 3



Creditors

13.00 hours

$4,007.50


Creditor reports General reports to creditors






Investigation

7.0 hours

$2,167.50

Conducting investigation Review of specific transactions and




Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists





Preparing BAS

Finalisation

Notifying ATO of finalisation

Cancelling ABN / GST registration


Finalising WIP

Planning / Review Discussions regarding status of Liquidation


170


Bandanna Coal Pty Ltd (Administrators Appointed) ACN 118 803 704 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 22 September 2014 to 29 February 2016


(Ex GST) $ $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs

Grant Sparks Appointee 555.00 2.30 1,276.50 333.00 0.60 666.00 1.20 0.00 0.00 0.00 0.00 277.50 0.50

Martin Ford Appointee 555.00 1.20 666.00 0.00 0.00 277.50 0.50 0.00 0.00 0.00 0.00 388.50 0.70

Matt Jesse Director 490.00 1.60 784.00 441.00 0.90 245.00 0.50 0.00 0.00 0.00 0.00 98.00 0.20

Tyson Symons Senior Manager 460.00 4.30 1,978.00 0.00 0.00 0.00 0.00 1,978.00 4.30 0.00 0.00 0.00 0.00

Hannah Aynsley Senior Manager 460.00 1.00 460.00 0.00 0.00 230.00 0.50 0.00 0.00 230.00 0.50 0.00 0.00

Mark Monzon Manager 390.00 4.00 1,560.00 0.00 0.00 0.00 0.00 0.00 0.00 1,560.00 4.00 0.00 0.00

Brie Lansdow n Assistant Manager 320.00 11.80 3,776.00 0.00 0.00 832.00 2.60 2,208.00 6.90 384.00 1.20 352.00 1.10

Matthew O'Connor Assistant Manager 340.00 0.10 34.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 34.00 0.10

Matthew O'Connor Senior Analyst 265.00 1.60 424.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 424.00 1.60

Shanna Wood Analyst 1 225.00 4.30 967.50 0.00 0.00 832.50 3.70 135.00 0.60 0.00 0.00 0.00 0.00

Tim Cassegrain Analyst 1 225.00 1.50 337.50 0.00 0.00 337.50 1.50 0.00 0.00 0.00 0.00 0.00 0.00

Josh Rich Analyst 2 195.00 0.40 78.00 0.00 0.00 78.00 0.40 0.00 0.00 0.00 0.00 0.00 0.00

Erin Lord Graduate 190.00 4.20 798.00 0.00 0.00 589.00 3.10 0.00 0.00 19.00 0.10 190.00 1.00

Shannon Scott Graduate 190.00 0.90 171.00 0.00 0.00 57.00 0.30 0.00 0.00 0.00 0.00 114.00 0.60

Olivia Houston Undergraduate 190.00 0.10 19.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 19.00 0.10

Bookkeeper 140.00 1.20 168.00 0.00 0.00 28.00 0.20 0.00 0.00 0.00 0.00 140.00 1.00

Administration 100.00 0.80 80.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 80.00 0.80

Total 41.30 13,577.50 774.00 1.50 4,172.50 14.50 4,321.00 11.80 2,193.00 5.80 2,117.00 7.70

GST 1,357.75


Average Rate (excluding GST) 328.75 516.00 287.76 366.19 378.10 274.94

AdministrationInvestigationTotal Actual

Hours

Assets Creditors Trade-on

171

Bandanna Coal Pty Ltd (Administrators Appointed) ACN 118 803 704 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 1.20 666.00 277.50 0.50 277.50 0.50 0.00 0.00 0.00 0.00 111.00 0.20

490.00 1.30 637.00 245.00 0.50 245.00 0.50 0.00 0.00 0.00 0.00 147.00 0.30

390.00 2.00 780.00 195.00 0.50 312.00 0.80 0.00 0.00 78.00 0.20 195.00 0.50

340.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

225.00 2.20 495.00 0.00 0.00 225.00 1.00 112.50 0.50 45.00 0.20 112.50 0.50

190.00 1.80 342.00 0.00 0.00 190.00 1.00 0.00 0.00 0.00 0.00 152.00 0.80

140.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

100.00 0.80 80.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 80.00 0.80

9.30 3,000.00 717.50 1.50 1,249.50 3.80 112.50 0.50 123.00 0.40 797.50 3.10

300.00

3,300.00

322.58 478.33 328.82 225.00 307.50 257.26

AdministrationTotal

Actual

Hours

Assets Creditors InvestigationTrade-onPosition

Appointee

Director

Manager

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

172

Bandanna Coal Pty Ltd (Administrators Appointed) ACN 118 803 704 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total

(Ex GST) $ $ Hrs $ Hrs $ Hrs

555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00


Average Rate (excluding GST) 304.88 308.27 309.64 298.83

AdministrationTotal

Actual

Hours

Creditors InvestigationPosition

Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

173


At the second meeting of creditors to be held on 30 March 2016 creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 22 September 2014 to 29 February 2016 of $13,577.50 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $3,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $10,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements





We are not required to seek creditor approval for disbursements, but must account to creditors. We have undertaken a proper assessment of disbursements claimed for the Company in accordance with the law and applicable professional standards. We are satisfied that the disbursements claimed are necessary and proper. The following disbursements have been incurred by our firm on behalf of the Administration for the period from 22 September 2014 to 29 February 2016. Where amounts have been paid to our firm for externally provided services and costs, those payments are in reimbursement of costs previously paid by our firm, either due to a lack of funds in the Administration at the time the payment was due, or the direct invoicing of our firm by the supplier. All of the below transactions appear in the receipts and payments listing attached to this report as appointee disbursements. Where payments to third parties are paid directly from the Administration bank account, they are only included in the attached listing of receipts and payments.

174

Future disbursements incurred will be charged to the administration on the following basis:


Advertising At cost

Courier At cost

Photocopy/Printing Black and white

Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost





There were no receipts and payments for the period from 22 September 2014 to 11 March 2016.

9. Queries





22 September 2014 to 29 February 2016

Total

(Excl GST)


Printing (BW) 180 pages @ 0.10 per page $18.00


Photocopy (colour) 4 pages @ 0.50 per page $2.00


Postage $21.39

Search Fees $25.22

Total $84.91

175

Remuneration report Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) (SCC or the Company) ACN 119 713 601







7. Disbursements


9. Queries


176


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016



To date, no remuneration has been approved and paid in this administration. This remuneration report details approval sought for the following fees:


Amount (ex GST)




Resolution 2: 1 March 2016 to completion of the Administration Section 4 $10,000.00

Liquidation




177


Resolution 1



Assets

50.90 hours

$20,942.00

Sale of Business as a Going Concern

Preparing an information memorandum

Liaising with purchasers

Internal meetings to discuss/review offers received

Other Assets Tasks associated with realising other assets

Creditors

33.90 hours

$12,326.50




Correspondence with Receivers an Managers







Trade On

17.90 hours

$6,616.00








Investigation

8.00 hours

$2,977.00

Conducting investigation Collection of company books and records






Review of specific transactions and




178


Administration

22.20 hours

$5,622.50



Filing of documents










Preparing Group BAS


Resolution 2



Creditors

18.00 hours

$6,557.00


Liaising with Receivers and Managers






Preparation and lodgement of minutes of meeting

Investigation

4.20 hours

$1,435.00









Administration



Filing of documents


179


8.60 hours

$2,008.00

ASIC Form 524 and other forms Preparing and lodging ASIC forms including 524, 911


Planning / Review


Resolution 3



Creditors

65.00 hours

$20,820.00


Liaising with the Receivers and Mangers







Investigation

6.0 hours

$2,040.00





Liaising with ASIC

Administration

27.10 hours

$7,140.00



Filing of documents





Notification of appointment and preparing BAS

Finalisation


Cancelling ABN / GST registration




180


Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) ACN 119 713 601 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 22 September 2014 to 29 February 2016



Grant Sparks Appointee 555.00 2.30 1,276.50 555.00 1.00 0.00 0.00 0.00 0.00 0.00 0.00 721.50 1.30

Martin Ford Appointee 555.00 5.80 3,219.00 2,220.00 4.00 277.50 0.50 444.00 0.80 222.00 0.40 55.50 0.10

Matthew Jesse Director 490.00 21.40 10,486.00 4,018.00 8.20 5,390.00 11.00 833.00 1.70 0.00 0.00 245.00 0.50

Tyson Symons Senior Manager 460.00 23.10 10,626.00 7,176.00 15.60 920.00 2.00 2,070.00 4.50 0.00 0.00 460.00 1.00

Hannah Aynsley Senior Manager 460.00 6.00 2,760.00 0.00 0.00 1,656.00 3.60 0.00 0.00 1,104.00 2.40 0.00 0.00

Brie Lansdow n Assistant Manager 320.00 43.60 13,952.00 6,496.00 20.30 1,152.00 3.60 2,784.00 8.70 1,632.00 5.10 1,888.00 5.90


Matthew O'Connor Senior Analyst 265.00 6.30 1,669.50 477.00 1.80 212.00 0.80 238.50 0.90 0.00 0.00 742.00 2.80

Shanna Wood Analyst 1 225.00 5.10 1,147.50 0.00 0.00 967.50 4.30 157.50 0.70 0.00 0.00 22.50 0.10





Olivia Houston Undergraduate 190.00 0.20 38.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 38.00 0.20

Bookkeeper 140.00 4.00 560.00 0.00 0.00 154.00 1.10 70.00 0.50 0.00 0.00 336.00 2.40

Administration 100.00 5.30 530.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 530.00 5.30

Total 132.90 48,484.00 20,942.00 50.90 12,326.50 33.90 6,616.00 17.90 2,977.00 8.00 5,622.50 22.20

GST 4,848.40



AdministrationTotal

Actual

Hours

Assets Creditors Trade-on Investigation

181

Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) ACN 119 713 601 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 4.00 2,220.00 1,554.00 2.80 222.00 0.40 444.00 0.80

490.00 2.00 980.00 588.00 1.20 392.00 0.80 0.00 0.00

390.00 7.20 2,808.00 2,340.00 6.00 156.00 0.40 312.00 0.80

340.00 5.20 1,768.00 1,020.00 3.00 340.00 1.00 408.00 1.20

225.00 4.00 900.00 675.00 3.00 135.00 0.60 90.00 0.40

190.00 4.40 836.00 380.00 2.00 190.00 1.00 266.00 1.40

140.00 2.20 308.00 0.00 0.00 0.00 0.00 308.00 2.20

100.00 1.80 180.00 0.00 0.00 0.00 0.00 180.00 1.80

30.80 10,000.00 6,557.00 18.00 1,435.00 4.20 2,008.00 8.60

1,000.00

11,000.00

324.68 364.28 341.67 233.49



Analyst

Graduate

Administration

Total

GST

Bookkeeper

AdministrationTotal

Actual

Hours

Creditors Investigation

Director

Manager

Assistant Manager

Appointee

Position

182

Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) ACN 119 713 601 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 2,220.00 4.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 3,430.00 7.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 5,850.00 15.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 3,060.00 9.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 3,600.00 16.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 2,660.00 14.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 0.00 0.00 0.00 0.00 700.00 5.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 20,820.00 65.00 2,040.00 6.00 7,140.00 27.10

3,000.00

33,000.00

305.81 320.31 340.00 263.47 `

Director

Position Total

Actual

Hours

Creditors Investigation Administration

Appointee / Partner

Total

GST



Manager

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

183


At the second meeting of creditors to be held on 30 March 2016, creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 22 September 2014 to 29 February 2016 of $48,484.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $10,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $30,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements




Internal disbursements such as photocopying, printing and postage. These disbursements, if charged to the administration, would generally be charged at cost; though some expenses such as telephone calls, photocopying and printing may be charged at a rate which recoups both variable and fixed costs. The recovery of these costs must be on a reasonable commercial basis.

We are not required to seek creditor approval for disbursements, but must account to creditors. We have undertaken a proper assessment of disbursements claimed for the Company in accordance with the law and applicable professional standards. We are satisfied that the disbursements claimed are necessary and proper. The following disbursements have been incurred by our firm on behalf of the Administration for the period from 22 September 2014 to 29 February 2016. Where amounts have been paid to our firm for externally provided services and costs, those payments are in reimbursement of costs previously paid by our firm, either due to a lack of funds in the administration at the time the payment was due, or the direct invoicing of our firm by the supplier. All of the below transactions appear in the receipts and payments listing attached to this report as appointee disbursements. Where payments to third parties are paid directly from the administration bank account, they are only included in the attached listing of receipts and payments.

184



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)



Printing (Colour) 2 pages @ 0.50 per page $1.00

Photocopy 6 pages @ 0.10 per page $0.60


Postage $2.51

Search Fees $25.22

Total $59.38

185

Remuneration report Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) (SPH or the Company) ACN 151 660 561







7. Disbursements


9. Queries


186


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




187


Resolution 1



Assets

16.00 hours

$7,847.50






Creditors

15.80 hours

$5,048.00




Correspondence with Receivers an Managers







Trade On

17.20 hours

$7,198.00








Investigation

3.10 hours

$1,091.00











188


Administration

15.20 hours

$3,506.00



Filing of documents









Notification of appointment and

Preparing BAS


Resolution 2



Creditors

9.00 hours

$3,278.50


Liaising with Receivers and Managers







Investigation

2.10 hours

$717.50









Administration



Filing of documents


189


4.30 hours

$1,004.00




Preparing Group BAS

Planning / Review


Resolution 3



Creditors

65.00 hours

$20,820.00


Liaising with the Receivers and Mangers







Investigation

6.0 hours

$2,040.00





Liaising with ASIC

Administration

27.10 hours

$7,140.00



Filing of documents






Preparing BAS

Finalisation





190


Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) ACN 151 660 561 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 22 September 2014 to 29 February 2016



Grant Sparks Appointee 555.00 4.00 2,220.00 1,387.50 2.50 0.00 0.00 0.00 0.00 0.00 0.00 832.50 1.50

Martin Ford Appointee 555.00 2.60 1,443.00 1,110.00 2.00 277.50 0.50 0.00 0.00 0.00 0.00 55.50 0.10

Matthew Jesse Director 490.00 7.80 3,822.00 1,862.00 3.80 1,519.00 3.10 196.00 0.40 0.00 0.00 245.00 0.50

Tyson Symons Senior Manager 460.00 21.00 9,660.00 3,450.00 7.50 0.00 0.00 6,210.00 13.50 0.00 0.00 0.00 0.00


Brie Lansdow n Assistant Manager 320.00 7.30 2,336.00 0.00 0.00 1,216.00 3.80 320.00 1.00 704.00 2.20 96.00 0.30



Shanna Wood Analyst 1 225.00 4.30 967.50 0.00 0.00 810.00 3.60 135.00 0.60 0.00 0.00 22.50 0.10


Erin Lord Analyst 1 225.00 0.40 90.00 0.00 0.00 0.00 0.00 90.00 0.40 0.00 0.00 0.00 0.00

Shannon Scott Analyst 2 195.00 0.40 78.00 0.00 0.00 19.50 0.10 0.00 0.00 0.00 0.00 58.50 0.30


Erin Lord Graduate 190.00 6.00 1,140.00 0.00 0.00 380.00 2.00 247.00 1.30 19.00 0.10 494.00 2.60


Bookkeeper 140.00 4.10 574.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 574.00 4.10

Administration 100.00 1.50 150.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 150.00 1.50

Total 67.30 24,690.50 7,847.50 16.00 5,048.00 15.80 7,198.00 17.20 1,091.00 3.10 3,506.00 15.20

GST 2,469.05



AdministrationTotal

Actual

Hours


191

Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) ACN 151 660 561 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 2.00 1,110.00 777.00 1.40 111.00 0.20 222.00 0.40

490.00 1.00 490.00 294.00 0.60 196.00 0.40 0.00 0.00

390.00 3.60 1,404.00 1,170.00 3.00 78.00 0.20 156.00 0.40

340.00 2.60 884.00 510.00 1.50 170.00 0.50 204.00 0.60

225.00 2.00 450.00 337.50 1.50 67.50 0.30 45.00 0.20

190.00 2.20 418.00 190.00 1.00 95.00 0.50 133.00 0.70

140.00 1.10 154.00 0.00 0.00 0.00 0.00 154.00 1.10

100.00 0.90 90.00 0.00 0.00 0.00 0.00 90.00 0.90

15.40 5,000.00 3,278.50 9.00 717.50 2.10 1,004.00 4.30

500.00

5,500.00

324.68 364.28 341.67 233.49



Analyst

Graduate

Administration

Total

GST

Bookkeeper

AdministrationTotal

Actual

Hours


Director

Manager

Assistant Manager

Appointee

Position

192

Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) ACN 151 660 561 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 2,220.00 4.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 3,430.00 7.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 5,850.00 15.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 3,060.00 9.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 3,600.00 16.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 2,660.00 14.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 0.00 0.00 0.00 0.00 700.00 5.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 20,820.00 65.00 2,040.00 6.00 7,140.00 27.10

3,000.00

33,000.00

305.81 320.31 340.00 263.47 `

Director

Position Total

Actual

Hours


Appointee / Partner

Total

GST



Manager

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

193


At the second meeting of creditors to be held on 30 March 2016, creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 22 September 2014 to 29 February 2016 of $24,690.50 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $5,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $30,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements





We are not required to seek creditor approval for disbursements, but must account to creditors. We have undertaken a proper assessment of disbursements claimed for the Company in accordance with the law and applicable professional standards. We are satisfied that the disbursements claimed are necessary and proper. The following disbursements have been incurred by our firm on behalf of the Administration for the period from 22 September 2014 to 29 February 2016. Where amounts have been paid to our firm for externally provided services and costs, those payments are in reimbursement of costs previously paid by our firm, either due to a lack of funds in the administration at the time the payment was due, or the direct invoicing of our firm by the supplier. All of the below transactions appear in the receipts and payments listing attached to this report as appointee disbursements. Where payments to third parties are paid directly from the administration bank account, they are only included in the attached listing of receipts and payments.

194



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)





Postage $2.48

Search Fees $25.22

Courier $8.00

Total $75.00

195

Remuneration report Advocate Holdings Pty Ltd (Administrators Appointed) (Advocate or the Company) ACN 002 020 555







7. Disbursements


9. Queries


196


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Advocate Holdings Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016

Grant Sparks, Martin Ford, and Philip Carter Administrators




Amount (ex GST)



Resolution 1: 18 February 2015 to 29 February 2016 Section 4 $5,672.50


Liquidation




197


Resolution 1

Summary of work undertaken by the Administrators of the Company and their staff for the period 18 February 2015 to 29 February 2016


Assets

1.40 hours

$553.00


Leasing Reviewing leasing documents

Liaising with owners/lessors

Tasks associated with disclaiming leases

Creditors

8.60 hours

$2,303.00




Retention of Title Claims Search the PPSA register







Trade On

0.40 hours

$83.00

Trade On Management Preparing and authorising receipt vouchers




Investigation

3.80 hours

$1,214.00











198


Administration

7.70 hours

$1,519.50



Filing of documents

File reviews

Updating checklists

Bank account administration Preparing correspondence opening accounts








Preparing BAS


Resolution 2



Assets

2.00 hours

$415.00




Creditors

5.70 hours

$1,536.00










Investigation

0.5 hours

$157.00






199





Administration

4.10 hours

$892.00



Filing of documents

File reviews

Updating checklists







Resolution 3

Summary of work to be undertaken by Liquidators of the Company and their staff for the period 30 March 2016 to completion of the Liquidation


Assets

33.00 hours

$10,895.00




Tasks associated with disclaiming leases

Creditors

33.00 hours

$10,065.00










Investigation

6.00 hours

$2,040.00

Conducting investigation Investigations to identify indicators of insolvency and possible claims for insolvent trading



200


Administration

26.10 hours

$7,000.00



First month, then six monthly liquidation review

Filing of documents

File reviews

Updating checklists









Preparing BAS


Cancelling ABN/GST/PAYG registration

Completing checklists Finalising WIP

Planning / Review Discussions regarding status of liquidation

201


Advocate Holdings Pty Ltd (Administrators Appointed) ACN 002 020 555 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016



Grant Sparks Appointee 555.00 0.50 277.50 0.00 0.00 111.00 0.20 0.00 0.00 0.00 0.00 166.50 0.30



Andrew Nestorovic Manager 390.00 1.30 507.00 507.00 1.30 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Brie Lansdow n Assistant Manager 320.00 2.10 672.00 0.00 0.00 64.00 0.20 0.00 0.00 608.00 1.90 0.00 0.00




Shannon Scott Analyst 2 195.00 1.00 195.00 0.00 0.00 39.00 0.20 0.00 0.00 39.00 0.20 117.00 0.60



Bookkeeper 140.00 2.00 280.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 280.00 2.00

Administration 100.00 0.50 50.00 0.00 0.00 0.00 0.00 0.00 50.00 0.50

Total 21.90 5,672.50 553.00 1.40 2,303.00 8.60 83.00 0.40 1,214.00 3.80 1,519.50 7.70

GST 567.25



AdministrationTotal

Actual

Hours


202

Advocate Holdings Pty Ltd (Administrators Appointed) ACN 002 020 555 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total

(Ex GST) $ $ Hrs $ Hrs $ Hrs $ Hrs

555.00 0.40 222.00 0.00 0.00 111.00 0.20 0.00 0.00 111.00 0.20

490.00 0.50 245.00 0.00 0.00 147.00 0.30 0.00 0.00 98.00 0.20

390.00 1.40 546.00 0.00 0.00 312.00 0.80 78.00 0.20 156.00 0.40

340.00 0.50 170.00 0.00 0.00 136.00 0.40 34.00 0.10 0.00 0.00

225.00 3.80 855.00 225.00 1.00 450.00 2.00 45.00 0.20 135.00 0.60

190.00 4.00 760.00 190.00 1.00 380.00 2.00 0.00 0.00 190.00 1.00

140.00 0.80 112.00 0.00 0.00 0.00 0.00 0.00 0.00 112.00 0.80

100.00 0.90 90.00 0.00 0.00 0.00 0.00 0.00 0.00 90.00 0.90

12.30 3,000.00 415.00 2.00 1,536.00 5.70 157.00 0.50 892.00 4.10

300.00

3,300.00

243.90 207.50 269.47 314.00 217.56

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


203

Advocate Holdings Pty Ltd (Administrators Appointed) ACN 002 020 555 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 1,110.00 2.00 1,110.00 2.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 2,450.00 5.00 980.00 2.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 3,120.00 8.00 2,730.00 7.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 1,360.00 4.00 1,700.00 5.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 1,575.00 7.00 2,025.00 9.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 1,140.00 6.00 1,520.00 8.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 140.00 1.00 0.00 0.00 0.00 0.00 560.00 4.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 10,895.00 33.00 10,065.00 33.00 2,040.00 6.00 7,000.00 26.10

3,000.00

33,000.00

305.81 330.15 305.00 340.00 268.20 `

Total

GST



Assistant Manager

Analyst

Bookkeeper

Graduate

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


204


At the second meeting of creditors to be held on 30 March 2016, creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 18 February 2015 to 29 February 2016 of $5,672.50 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $3,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $30,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements





We are not required to seek creditor approval for disbursements, but must account to creditors. We have undertaken a proper assessment of disbursements claimed for the Company in accordance with the law and applicable professional standards. We are satisfied that the disbursements claimed are necessary and proper. The following disbursements have been incurred by our firm on behalf of the Administration for the period from 18 February 2015 to 29 February 2016. Where amounts have been paid to our firm for externally provided services and costs, those payments are in reimbursement of costs previously paid by our firm, either due to a lack of funds in the administration at the time the payment was due, or the direct invoicing of our firm by the supplier. All of the below transactions appear in the receipts and payments listing attached to this report as appointee disbursements. Where payments to third parties are paid directly from the administration bank account, they are only included in the attached listing of receipts and payments.

205



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost





The summary of receipts and payments for the period from 18 February 2015 to 11 March 2016 is attached as Appendix D.

9. Queries






Total

(Excl GST)


Advertising $149.00


Printing (colour) 55 pages @ 0.50 per page $27.50




Search Fees $350.38

Postage $1.24

Total $629.07

206

Remuneration report Alpha Coal Pty Ltd (Administrators Appointed) (Alpha or the Company) ACN 119 742 639







7. Disbursements


9. Queries


207


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Alpha Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




208


Resolution 1



Assets

5.50 hours

$2,728.00






Creditors

16.40 hours

$6,546.50










Trade On

2.00 hours

$409.00





Preparing budgets

Preparing weekly financial reports

Finalising trading profit or loss

Meetings with management and staff to discuss trading position

Investigation

3.00 hours

$1,195.00











209


Administration

10.10 hours

$2,223.50



Filing of documents

File reviews

Updating checklists

Insurance Review and confirmation of adequacy of cover

Identification of potential issues requiring attention of insurance specialists

Correspondence with insurer regarding initial and ongoing insurance requirements

Reviewing insurance policies









Preparing Group BAS

Completing group certificates


Resolution 2




Creditors

3.80 hours

$1,249.50




Correspondence with committee of creditors members


Meeting of Creditors Preparation of meeting notices, proxies and

210


advertisements






Trade On

0.50 hours

$112.50







Investigation

0.40 hours

$123.00










Administration

3.10 hours

$797.50



Filing of documents

File reviews

Updating checklists







Preparing Group BAS




211

Resolution 3



Assets

59.00 hours

$21,720.00





Other Assets


Creditors

105.00 hours

$34,645.00




Correspondence with committee of creditors members, if applicable


Dealing with proofs of debt Receipting and filing POD when not related to a dividend

Corresponding with OSR and ATO regarding POD when not related to a dividend





Preparation and lodgement of minutes of meeting Responding to stakeholder queries and questions

Investigation

16.00 hours

$5,210.00



Dividend

71.00 hours

$20,695.00


Receipt of POD

Maintain POD register

Adjudicating POD

Request further information from claimants regarding POD




Obtain clearance from ATO to allow distribution of

212


company’s assets




Preparation of distribution

Preparation of dividend file



Administration

63.00 hours

$17,730.00




Filing of documents










Preparing BAS




Finalising WIP




213


Alpha Coal Pty Ltd (Administrators Appointed) ACN 119 742 639 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016



Martin Ford Appointee 555.00 3.30 1,831.50 666.00 1.20 666.00 1.20 0.00 0.00 0.00 0.00 499.50 0.90


Matthew Jesse Director 490.00 8.60 4,214.00 0.00 0.00 3,822.00 7.80 0.00 0.00 294.00 0.60 98.00 0.20

Ben Campbell Director 490.00 4.10 2,009.00 2,009.00 4.10 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Hannah Aynsley Senior Manager 460.00 2.30 1,058.00 0.00 0.00 368.00 0.80 0.00 0.00 690.00 1.50 0.00 0.00







Bookkeeper 140.00 2.10 294.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 294.00 2.10

Administration 100.00 2.40 240.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 240.00 2.40

Total 37.00 13,102.00 2,728.00 5.50 6,546.50 16.40 409.00 2.00 1,195.00 3.00 2,223.50 10.10

GST 1,310.20



AdministrationTotal

Actual

Hours


214

Alpha Coal Pty Ltd (Administrators Appointed) ACN 119 742 639 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 1.20 666.00 277.50 0.50 277.50 0.50 0.00 0.00 0.00 0.00 111.00 0.20

490.00 1.30 637.00 245.00 0.50 245.00 0.50 0.00 0.00 0.00 0.00 147.00 0.30

390.00 2.00 780.00 195.00 0.50 312.00 0.80 0.00 0.00 78.00 0.20 195.00 0.50

340.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

225.00 2.20 495.00 0.00 0.00 225.00 1.00 112.50 0.50 45.00 0.20 112.50 0.50

190.00 1.80 342.00 0.00 0.00 190.00 1.00 0.00 0.00 0.00 0.00 152.00 0.80

140.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

100.00 0.80 80.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 80.00 0.80

9.30 3,000.00 717.50 1.50 1,249.50 3.80 112.50 0.50 123.00 0.40 797.50 3.10

300.00

3,300.00

322.58 478.33 328.82 225.00 307.50 257.26

AdministrationTotal

Actual

Hours

Assets Creditors InvestigationTrade-onPosition

Appointee

Director

Manager

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

215

Alpha Coal Pty Ltd (Administrators Appointed) ACN 119 742 639 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 26.0 14,430.00 3,330.00 6.00 4,995.00 9.00 1,110.00 2.00 2,775.00 5.00 2,220.00 4.00

490.00 40.0 19,600.00 5,880.00 12.00 7,840.00 16.00 980.00 2.00 2,450.00 5.00 2,450.00 5.00

390.00 60.0 23,400.00 6,630.00 17.00 9,360.00 24.00 780.00 2.00 2,730.00 7.00 3,900.00 10.00

340.00 30.0 10,200.00 2,040.00 6.00 2,040.00 6.00 680.00 2.00 3,400.00 10.00 2,040.00 6.00

225.00 86.0 19,350.00 2,700.00 12.00 5,850.00 26.00 900.00 4.00 6,300.00 28.00 3,600.00 16.00

190.00 62.0 11,780.00 1,140.00 6.00 4,560.00 24.00 760.00 4.00 3,040.00 16.00 2,280.00 12.00

140.00 6.0 840.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 840.00 6.00

100.00 4.0 400.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 400.00 4.00

314.0 100,000.00 21,720.00 59.00 34,645.00 105.00 5,210.00 16.00 20,695.00 71.00 17,730.00 63.00

10,000.00

110,000.00

318.47 368.14 329.95 325.63 291.48 281.43

Director

Manager

Assistant Manager

Appointee

Position Total

Actual

Hours

Assets Creditors Investigation Dividend Administration



Analyst

Graduate

Administration

Total

GST

Bookkeeper

216


At the second meeting of creditors to be held on 30 March 2016, creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 18 February 2015 to 29 February 2016 of $13,102.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $3,000 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $100,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements






217



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)



Printing A3(BW) 8 pages @ 0.20 per page $1.60



Postage $7.00

Search Fees $25.22

Total $54.72

218

Remuneration report Arcadia Coal Pty Ltd (Administrators Appointed) (Arcadia or the Company) ACN 119 713 852







7. Disbursements


9. Queries


219


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Arcadia Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




220


Resolution 1



Assets

3.30 hours

$1,492.00


Creditors

11.50 hours

$4,118.00











Trade On

0.20 hours

$45.00



Investigation

1.30 hours

$490.00









Administration

4.30 hours

$1,025.00




Filing of documents


Insurance Correspondence with insurer regarding initial and ongoing insurance requirements





221






Preparing Group BAS


Resolution 2



Assets

2.00 hours

$415.00


Creditors

5.70 hours

$1,536.00










Investigation

0.5 hours

$157.00









Administration

4.10 hours

$892.00



Filing of documents








222

Resolution 3



Assets

33.00 hours

$10,895.00


Creditors

33.00 hours

$10,065.00










Investigation

6.00 hours

$2,040.00




Administration

26.10 hours

$7,000.00



Six monthly liquidation review

Filing of documents









Preparing BAS



Completing checklists and finalising WIP


223


Arcadia Coal Pty Ltd (Administrators Appointed) ACN 119 713 852 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016




Martin Ford Appointee 555.00 0.90 499.50 499.50 0.90 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Matt Jesse Director 490.00 4.70 2,303.00 0.00 0.00 2,254.00 4.60 0.00 0.00 0.00 0.00 49.00 0.10


Andrew Nestorovic Manager 390.00 2.00 780.00 780.00 2.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00



Tim Cassegrain Analyst 225.00 1.10 247.50 0.00 0.00 247.50 1.10 0.00 0.00 0.00 0.00 90.00 0.40

Erin Lord Analyst 225.00 0.60 135.00 0.00 0.00 0.00 0.00 45.00 0.20 0.00 0.00 0.00 0.00


Bookkeeper 140.00 1.70 238.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 238.00 1.70

Total 20.60 7,170.00 1,492.00 3.30 4,118.00 11.50 45.00 0.20 490.00 1.30 1,025.00 4.30

GST 717.00



AdministrationTotal

Actual

Hours


224

Arcadia Coal Pty Ltd (Administrators Appointed) ACN 119 713 852 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 0.40 222.00 0.00 0.00 111.00 0.20 0.00 0.00 111.00 0.20

490.00 0.50 245.00 0.00 0.00 147.00 0.30 0.00 0.00 98.00 0.20

390.00 1.40 546.00 0.00 0.00 312.00 0.80 78.00 0.20 156.00 0.40

340.00 0.50 170.00 0.00 0.00 136.00 0.40 34.00 0.10 0.00 0.00

225.00 3.80 855.00 225.00 1.00 450.00 2.00 45.00 0.20 135.00 0.60

190.00 4.00 760.00 190.00 1.00 380.00 2.00 0.00 0.00 190.00 1.00

140.00 0.80 112.00 0.00 0.00 0.00 0.00 0.00 0.00 112.00 0.80

100.00 0.90 90.00 0.00 0.00 0.00 0.00 0.00 0.00 90.00 0.90

12.30 3,000.00 415.00 2.00 1,536.00 5.70 157.00 0.50 892.00 4.10

300.00

3,300.00

243.90 207.50 269.47 314.00 217.56

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


225

Arcadia Coal Pty Ltd (Administrators Appointed) ACN 119 713 852 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 1,110.00 2.00 1,110.00 2.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 2,450.00 5.00 980.00 2.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 3,120.00 8.00 2,730.00 7.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 1,360.00 4.00 1,700.00 5.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 1,575.00 7.00 2,025.00 9.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 1,140.00 6.00 1,520.00 8.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 140.00 1.00 0.00 0.00 0.00 0.00 560.00 4.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 10,895.00 33.00 10,065.00 33.00 2,040.00 6.00 7,000.00 26.10

3,000.00

33,000.00

305.81 330.15 305.00 340.00 268.20 `

Total

GST



Assistant Manager

Analyst

Bookkeeper

Graduate

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


226





7. Disbursements






227


Internal Disbursements Rate (excl GST)*

Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost



*Rates applicable as at 1 January 2015



9. Queries






Total

(Excl GST)


Advertising $135.45



Search Fees $25.22

Total $173.02

228

Remuneration report Bandanna Oil Shale Pty Ltd (Administrators Appointed) (BOS or the Company) ACN 125 901 626







7. Disbursements


9. Queries


229


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Bandanna Oil Shale Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016

Sparks, Martin Ford, and Philip Carter Administrators




Amount (ex GST)





Liquidation




230


Resolution 1



Assets

0.1 hours

$46.00


Creditors

8.50 hours

$2,477.50










Investigation

2.1 hours

$746.00










Administration

4.90 hours

$965.50



Filing of documents






Preparing Group BAS


231

Resolution 2



Assets

2.00 hours

$415.00


Creditors

5.70 hours

$1,536.00










Investigation

0.5 hours

$157.00









Administration

4.10 hours

$892.00



Filing of documents






232

Resolution 3



Assets

33.00 hours

$10,895.00


Creditors

33.00 hours

$10,065.00










Investigation

6.00 hours

$2,040.00



Administration

26.10 hours

$7,000.00




Filing of documents

File reviews

Updating checklists








Preparing BAS





233


Bandanna Oil Shale Pty Ltd (Administrators Appointed) ACN 125 901 626 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016



Grant Sparks Appointee 555.00 0.70 388.50 0.00 0.00 222.00 0.40 0.00 0.00 166.50 0.30

Matt Jesse Director 490.00 0.80 392.00 0.00 0.00 294.00 0.60 0.00 0.00 98.00 0.20

Hannah Aynsley Senior Manager 460.00 2.00 920.00 46.00 0.10 460.00 1.00 414.00 0.90 0.00 0.00

Brie Lansdow n Assistant Manager 320.00 2.10 672.00 0.00 0.00 416.00 1.30 256.00 0.80 0.00 0.00

Matthew O'Connor Senior Analyst 265.00 1.50 397.50 0.00 0.00 238.50 0.90 0.00 0.00 159.00 0.60

Tim Cassegrain Analyst 1 225.00 0.80 180.00 0.00 0.00 180.00 0.80 0.00 0.00 0.00 0.00

Josh Rich Analyst 2 195.00 0.40 78.00 0.00 0.00 78.00 0.40 0.00 0.00 0.00 0.00

Erin Lord Graduate 190.00 4.50 855.00 0.00 0.00 589.00 3.10 76.00 0.40 190.00 1.00

Bookkeeper 140.00 1.80 252.00 0.00 0.00 0.00 0.00 0.00 0.00 252.00 1.80

Administration 100.00 1.00 100.00 0.00 0.00 0.00 0.00 0.00 0.00 100.00 1.00

Total 15.60 4,235.00 46.00 0.10 2,477.50 8.50 746.00 2.10 965.50 4.90

GST 423.50


Average Rate (excluding GST) 271.47 460.00 291.47 355.24 197.04

AdministrationTotal

Actual

Hours


234

Bandanna Oil Shale Pty Ltd (Administrators Appointed) ACN 125 901 626 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 0.40 222.00 0.00 0.00 111.00 0.20 0.00 0.00 111.00 0.20

490.00 0.50 245.00 0.00 0.00 147.00 0.30 0.00 0.00 98.00 0.20

390.00 1.40 546.00 0.00 0.00 312.00 0.80 78.00 0.20 156.00 0.40

340.00 0.50 170.00 0.00 0.00 136.00 0.40 34.00 0.10 0.00 0.00

225.00 3.80 855.00 225.00 1.00 450.00 2.00 45.00 0.20 135.00 0.60

190.00 4.00 760.00 190.00 1.00 380.00 2.00 0.00 0.00 190.00 1.00

140.00 0.80 112.00 0.00 0.00 0.00 0.00 0.00 0.00 112.00 0.80

100.00 0.90 90.00 0.00 0.00 0.00 0.00 0.00 0.00 90.00 0.90

12.30 3,000.00 415.00 2.00 1,536.00 5.70 157.00 0.50 892.00 4.10

300.00

3,300.00

243.90 207.50 269.47 314.00 217.56

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


235

Bandanna Oil Shale Pty Ltd (Administrators Appointed) ACN 125 901 626 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 1,110.00 2.00 1,110.00 2.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 2,450.00 5.00 980.00 2.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 3,120.00 8.00 2,730.00 7.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 1,360.00 4.00 1,700.00 5.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 1,575.00 7.00 2,025.00 9.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 1,140.00 6.00 1,520.00 8.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 140.00 1.00 0.00 0.00 0.00 0.00 560.00 4.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 10,895.00 33.00 10,065.00 33.00 2,040.00 6.00 7,000.00 26.10

3,000.00

33,000.00

305.81 330.15 305.00 340.00 268.20 `

Total

GST



Assistant Manager

Analyst

Bookkeeper

Graduate

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


236





7. Disbursements






237



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)






Search Fees $25.22

Total $44.17

238

Remuneration report Carnarvon Coal Pty Ltd (Administrators Appointed) (Carnarvon or the Company) ACN 127 582 870







7. Disbursements


9. Queries


239


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Carnarvon Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




240


Resolution 1



Assets

0.1 hours

$46.00


Creditors

6.60 hours

$1,957.50











Investigation

1.3 hours

$497.50










Administration

3.10 hours

$655.50




Filing, file reviews and updating checklists





Preparing Group BAS


241

Resolution 2



Assets

2.00 hours

$415.00


Creditors

5.70 hours

$1,536.00










Investigation

0.5 hours

$157.00









Administration

4.10 hours

$892.00



Filing of documents








242

Resolution 3



Assets

33.00 hours

$10,895.00


Creditors

33.00 hours

$10,065.00










Investigation

6.00 hours

$2,040.00




Administration

26.10 hours

$7,000.00




Filing of documents










Preparing BAS





243


Carnarvon Coal Pty Ltd (Administrators Appointed) ACN 127 582 870 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016








Tim Cassegrain Analyst 225.00 0.70 157.50 0.00 0.00 157.50 0.70 0.00 0.00 0.00 0.00


Bookkeeper 140.00 1.10 154.00 0.00 0.00 0.00 0.00 0.00 0.00 154.00 1.10

Administration 100.00 0.20 20.00 0.00 0.00 0.00 0.00 0.00 0.00 20.00 0.20

Total 11.10 3,156.50 46.00 0.10 1,957.50 6.60 497.50 1.30 655.50 3.10

GST 315.65



AdministrationTotal

Actual

Hours


244

Carnarvon Coal Pty Ltd (Administrators Appointed) ACN 127 582 870 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 0.40 222.00 0.00 0.00 111.00 0.20 0.00 0.00 111.00 0.20

490.00 0.50 245.00 0.00 0.00 147.00 0.30 0.00 0.00 98.00 0.20

390.00 1.40 546.00 0.00 0.00 312.00 0.80 78.00 0.20 156.00 0.40

340.00 0.50 170.00 0.00 0.00 136.00 0.40 34.00 0.10 0.00 0.00

225.00 3.80 855.00 225.00 1.00 450.00 2.00 45.00 0.20 135.00 0.60

190.00 4.00 760.00 190.00 1.00 380.00 2.00 0.00 0.00 190.00 1.00

140.00 0.80 112.00 0.00 0.00 0.00 0.00 0.00 0.00 112.00 0.80

100.00 0.90 90.00 0.00 0.00 0.00 0.00 0.00 0.00 90.00 0.90

12.30 3,000.00 415.00 2.00 1,536.00 5.70 157.00 0.50 892.00 4.10

300.00

3,300.00

243.90 207.50 269.47 314.00 217.56

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


245

Carnarvon Coal Pty Ltd (Administrators Appointed) ACN 127 582 870 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 1,110.00 2.00 1,110.00 2.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 2,450.00 5.00 980.00 2.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 3,120.00 8.00 2,730.00 7.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 1,360.00 4.00 1,700.00 5.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 1,575.00 7.00 2,025.00 9.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 1,140.00 6.00 1,520.00 8.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 140.00 1.00 0.00 0.00 0.00 0.00 560.00 4.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 10,895.00 33.00 10,065.00 33.00 2,040.00 6.00 7,000.00 26.10

3,000.00

33,000.00

305.81 330.15 305.00 340.00 268.20 `

Total

GST



Assistant Manager

Analyst

Bookkeeper

Graduate

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


246





7. Disbursements






247



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)





Search Fees $25.22

Total $34.77

248

Remuneration report Denison Coal Pty Ltd (Administrators Appointed) (Denison or the Company) ACN 162 175 644







7. Disbursements


9. Queries


249


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Denison Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




250


Resolution 1



Creditors

9.70 hours

$2,488.00








Investigation

1.10 hours

$405.50








Administration

2.5 hours

$564.50



Filing of documents

File reviews

Updating checklists





Preparing Group BAS


251

Resolution 2



Creditors

5.30 hours

$1,967.00








Investigation

0.90 hours

$235.50









Administration

3.10 hours

$797.50



Filing of documents

File reviews

Updating checklists



Planning / Review


252

Resolution 3



Creditors

13.00 hours

$4,007.50








Investigation

7.0 hours

$2,167.50





Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists





Preparing BAS

Finalisation




Finalising WIP



253


Denison Coal Pty Ltd (Administrators Appointed) ACN 162 175 644 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016



Grant Sparks Appointee 555.00 0.50 277.50 111.00 0.20 0.00 0.00 166.50 0.30

Matt Jesse Director 490.00 0.30 147.00 147.00 0.30 0.00 0.00 0.00 0.00

Hannah Aynsley Senior Manager 460.00 1.40 644.00 322.00 0.70 322.00 0.70 0.00 0.00

Brie Lansdow n Assistant Manager 320.00 1.20 384.00 384.00 1.20 0.00 0.00 0.00 0.00

Matthew O'Connor Senior Analyst 1 265.00 1.40 371.00 291.50 1.10 26.50 0.10 53.00 0.20

Tim Cassegrain Analyst 1 225.00 1.50 337.50 337.50 1.50 0.00 0.00 0.00 0.00

Josh Rich Analyst 2 195.00 0.40 78.00 78.00 0.40 0.00 0.00 0.00 0.00

Erin Lord Graduate 190.00 5.90 1,121.00 817.00 4.30 57.00 0.30 247.00 1.30

Bookkeeper 140.00 0.70 98.00 0.00 0.00 0.00 0.00 98.00 0.70

Total 13.30 3,458.00 2,488.00 9.70 405.50 1.10 564.50 2.50

GST 345.80



AdministrationTotal

Actual

Hours


254

Denison Coal Pty Ltd (Administrators Appointed) ACN 162 175 644 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 1.20 666.00 555.00 1.00 0.00 0.00 111.00 0.20

490.00 1.30 637.00 490.00 1.00 0.00 0.00 147.00 0.30

390.00 2.00 780.00 507.00 1.30 78.00 0.20 195.00 0.50

225.00 2.20 495.00 225.00 1.00 157.50 0.70 112.50 0.50

190.00 1.80 342.00 190.00 1.00 0.00 0.00 152.00 0.80

100.00 0.80 80.00 0.00 0.00 0.00 0.00 80.00 0.80

9.30 3,000.00 1,967.00 5.30 235.50 0.90 797.50 3.10

300.00

3,300.00

322.58 371.13 261.67 257.26

Appointee

Position Total

Actual

Hours


Director

Manager

Analyst

Graduate

Administration

Total

GST



255

Denison Coal Pty Ltd (Administrators Appointed) ACN 162 175 644 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00



AdministrationTotal

Actual

Hours


Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

256


At the second meeting of creditors to be held on 30 March 2016 creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 18 February 2015 to 29 February 2016 of $3,458.00 plus GST, as set out in the Remuneration Report dated 21 March 2016” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $3,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $10,000.00 plus GST, as set out in the Remuneration Report dated 18 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements





We are not required to seek creditor approval for disbursements, but must account to creditors. We have undertaken a proper assessment of disbursements claimed for the Company in accordance with the law and applicable professional standards. We are satisfied that the disbursements claimed are necessary and proper. The following disbursements have been incurred by our firm on behalf of the Administration for the period from 18 February 2015 to 29 February 2016. Where amounts have been paid to our firm for externally provided services and costs, those payments are in reimbursement of costs previously paid by our firm, either due to a lack of funds in the Administration at the time the payment was due, or the direct invoicing of our firm by the supplier. All of the below transactions appear in the receipts and payments listing attached to this report as appointee disbursements. Where payments to third parties are paid directly from the Administration bank account, they are only included in the attached listing of receipts and payments.

257



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost





There were no receipts and payments for the period from 18 February 2015 to 11 March 2016.

9. Queries






Total

(Excl GST)





Search Fees $25.22

Total $42.37

258

Remuneration report Dingo West Coal Pty Ltd (Administrators Appointed) (DW Coal or the Company) ACN 119 713 665







7. Disbursements


9. Queries


259


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Dingo West Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




260


Resolution 1



Assets

29.20 hours

$13,578.50


Creditors

11.30 hours

$3,705.00










Trade On

1.90 hours

$389.50







Investigation

1.60 hours

$635.50










Administration

13.30 hours




Filing of documents


261


$3,045.50 Bank account administration Opening and closing accounts








Preparing BAS


Resolution 2



Assets

12.00 hours

$4,580.00


Creditors

12.60 hours

$4,179.00




Correspondence with committee of creditors members








Trade On

5.10 hours

$1,608.00







262


Investigation

6.20 hours

$2,087.50










Administration

11.70 hours

$2,545.50



Filing of documents








Resolution 3



Assets

29.50 hours

$10,860.00

Other Assets


Creditors

52.50 hours

$17,322.50











Dealing with proofs of debt Receipting and filing POD

263


Corresponding with OSR and ATO

Investigation

8.00 hours

$2,605.00


Dividend

35.50 hours

$10,347.50


Receipt of POD and maintain POD register

Adjudicating POD and request further information from claimants regarding POD




Obtain clearance from ATO to allow distribution of company’s assets




Preparation of distribution and dividend file



Administration

31.50 hours

$8,865.00




Filing of documents










Preparing BAS



Completing checklists and finalising WIP




264


Dingo West Coal Pty Ltd (Administrators Appointed) ACN 119 713 665 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016



Grant Sparks Appointee 555.00 3.10 1,720.50 1,221.00 2.20 111.00 0.20 0.00 0.00 0.00 0.00 388.50 0.70

Martin Ford Appointee 555.00 9.10 5,050.50 3,274.50 5.90 721.50 1.30 0.00 0.00 0.00 0.00 1,054.50 1.90


Ben Campbell Director 490.00 8.80 4,312.00 4,312.00 8.80 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Hannah Aynsley Senior Manager 460.00 2.70 1,242.00 46.00 0.10 598.00 1.30 0.00 0.00 552.00 1.20 46.00 0.10

Andrew Nestrovic Manager 390.00 12.00 4,680.00 4,680.00 12.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00




Wadzie Chirisa Senior Analyst 270.00 0.30 81.00 0.00 0.00 0.00 0.00 0.00 0.00 81.00 0.30 0.00 0.00

Erin Lord Analyst 225.00 0.80 180.00 45.00 0.20 0.00 0.00 135.00 0.60 0.00 0.00 0.00 0.00

Tim Cassegrain Analyst 225.00 0.30 67.50 0.00 0.00 67.50 0.30 0.00 0.00 0.00 0.00 0.00 0.00


Bookkeeper 140.00 2.70 378.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 378.00 2.70

Administration 100.00 4.10 410.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 410.00 4.10

Total 57.30 21,354.00 13,578.50 29.20 3,705.00 11.30 389.50 1.90 716.50 1.90 2,964.50 13.00

GST 2,135.40



AdministrationTotal Actual

Hours


265

Dingo West Coal Pty Ltd (Administrators Appointed) ACN 119 713 665 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 4.60 2,553.00 1,110.00 2.00 555.00 1.00 333.00 0.60 277.50 0.50 277.50 0.50

490.00 3.60 1,764.00 245.00 0.50 539.00 1.10 245.00 0.50 490.00 1.00 245.00 0.50

390.00 13.00 5,070.00 2,340.00 6.00 1,560.00 4.00 390.00 1.00 390.00 1.00 390.00 1.00

340.00 4.20 1,428.00 340.00 1.00 340.00 1.00 0.00 0.00 340.00 1.00 408.00 1.20

225.00 12.20 2,745.00 450.00 2.00 900.00 4.00 450.00 2.00 495.00 2.20 450.00 2.00

190.00 4.00 760.00 95.00 0.50 285.00 1.50 190.00 1.00 95.00 0.50 95.00 0.50

140.00 2.00 280.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 280.00 2.00

100.00 4.00 400.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 400.00 4.00

47.60 15,000.00 4,580.00 12.00 4,179.00 12.60 1,608.00 5.10 2,087.50 6.20 2,545.50 11.70

1,500.00

16,500.00

315.13 381.67 331.67 315.29 336.69 217.56

GST



Administration

Total

Assistant Manager

Analyst

Graduate

Bookkeeper

AdministrationPosition

Appointee

Director

Manager

Total

Actual

Hours

Assets Creditors InvestigationTrade-on

266

Dingo West Coal Pty Ltd (Administrators Appointed) ACN 119 713 665 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 13.00 7,215.00 1,665.00 3.00 2,497.50 4.50 555.00 1.00 1,387.50 2.50 1,110.00 2.00

490.00 20.00 9,800.00 2,940.00 6.00 3,920.00 8.00 490.00 1.00 1,225.00 2.50 1,225.00 2.50

390.00 30.00 11,700.00 3,315.00 8.50 4,680.00 12.00 390.00 1.00 1,365.00 3.50 1,950.00 5.00

340.00 15.00 5,100.00 1,020.00 3.00 1,020.00 3.00 340.00 1.00 1,700.00 5.00 1,020.00 3.00

225.00 43.00 9,675.00 1,350.00 6.00 2,925.00 13.00 450.00 2.00 3,150.00 14.00 1,800.00 8.00

190.00 31.00 5,890.00 570.00 3.00 2,280.00 12.00 380.00 2.00 1,520.00 8.00 1,140.00 6.00

140.00 3.00 420.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 420.00 3.00

100.00 2.00 200.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 200.00 2.00

157.00 50,000.00 10,860.00 29.50 17,322.50 52.50 2,605.00 8.00 10,347.50 35.50 8,865.00 31.50

5,000.00

55,000.00

318.47 368.14 329.95 325.63 291.48 281.43

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

Position

Appointee

Director

Manager

AdministrationTotal

Actual

Hours

Assets Creditors Investigation Dividend

267





7. Disbursements





We are not required to seek creditor approval for disbursements, but must account to creditors. We have undertaken a proper assessment of disbursements claimed for the Company in accordance with the law and applicable professional standards. We are satisfied that the disbursements claimed are necessary and proper. The following disbursements have been incurred by our firm on behalf of the Administration for the period from 18 February 2015 to 29 February 2016. Where amounts have been paid to our firm for externally provided services and costs, those payments are in reimbursement of costs previously paid by our firm, either due to a lack of funds in the administration at the time the payment was due, or the direct invoicing of our firm by the supplier. All of the below transactions appear in the receipts and payments listing attached to this report as Administrator disbursements. Where payments to third parties are paid directly from the administration bank account, they are only included in the attached listing of receipts and payments.

268



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)





Search Fees $25.22

Total $47.72

269

Remuneration report Dingo West Property Holdings Pty Ltd (Administrators Appointed) (DW Property or the Company) ACN 162 068 555







7. Disbursements


9. Queries


270


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Dingo West Property Holdings Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation

Resolution 3: 30 March 2016 completion of the Liquidation Section 4 $10,000.00



271


Resolution 1



Creditors

7.2 hours

$2,096.00











Trade On

2.1 hours

$434.00



Investigation

1.4 hours

$472.00








Administration

6.8 hours

$1,245.50




Filing of documents


Bank account administration Preparing correspondence to open accounts








Preparing Group BAS


272

Resolution 2



Creditors

5.30 hours

$1,967.00








Investigation

0.90 hours

$235.50









Administration

3.10 hours

$797.50



Filing of documents






Planning / Review


273

Resolution 3



Creditors

13.00 hours

$4,007.50








Investigation

7.0 hours

$2,167.50




Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists



Correspondence with bank regarding specific transfer

Preparing correspondence to close accounts





Preparing BAS

Finalisation




Finalising WIP



274


Dingo West Property Holdings Pty Ltd (Administrators Appointed) ACN 162 068 555 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016




Martin Ford Appointee 555.00 0.20 111.00 111.00 0.20 0.00 0.00 0.00 0.00 0.00 0.00





Wadzie Chirisa Senior Analyst 270.00 0.20 54.00 0.00 0.00 0.00 0.00 54.00 0.20 0.00 0.00

Erin Lord Analyst 1 225.00 0.40 90.00 0.00 0.00 90.00 0.40 0.00 0.00 0.00 0.00


Josh Rich Analyst 2 195.00 0.20 39.00 0.00 0.00 0.00 0.00 39.00 0.20 0.00 0.00

Erin Lord Graduate 190.00 7.70 1,463.00 608.00 3.20 209.00 1.10 57.00 0.30 589.00 3.10

Bookkeeper 140.00 2.10 294.00 0.00 0.00 0.00 0.00 0.00 0.00 294.00 2.10

Administration 100.00 0.90 90.00 0.00 0.00 0.00 0.00 0.00 0.00 90.00 0.90

Total 17.50 4,247.50 2,096.00 7.20 434.00 2.10 472.00 1.40 1,245.50 6.80

GST 424.75



AdministrationTotal

Actual

Hours

Creditors Trade-on Investigation

275

Dingo West Property Holdings Pty Ltd (Administrators Appointed) ACN 162 068 555 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 1.20 666.00 555.00 1.00 0.00 0.00 111.00 0.20

490.00 1.30 637.00 490.00 1.00 0.00 0.00 147.00 0.30

390.00 2.00 780.00 507.00 1.30 78.00 0.20 195.00 0.50

225.00 2.20 495.00 225.00 1.00 157.50 0.70 112.50 0.50

190.00 1.80 342.00 190.00 1.00 0.00 0.00 152.00 0.80

100.00 0.80 80.00 0.00 0.00 0.00 0.00 80.00 0.80

9.30 3,000.00 1,967.00 5.30 235.50 0.90 797.50 3.10

300.00

3,300.00

322.58 371.13 261.67 257.26

Appointee

Position Total

Actual

Hours


Director

Manager

Analyst

Graduate

Administration

Total

GST



276

Dingo West Property Holdings Pty Ltd (Administrators Appointed) ACN 162 068 555 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00



AdministrationTotal

Actual

Hours


Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

277


At the second meeting of creditors to be held on 30 March 2016 creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 18 February 2015 to 29 February 2016 of $4,247.50 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $3,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $10,000.00 plus GST, as set out in the Remuneration Report dated 18 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements






278



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost





There receipts and payments for the period from 18 February 2015 to 11 March 2016 is listed in Appendix D.

9. Queries






Total

(Excl GST)





Search Fees $25.22

Total $39.57

279

Remuneration report DJB Coal Pty Ltd (Administrators Appointed) (DJB Coal or the Company) ACN 110 928 213







7. Disbursements


9. Queries


280


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of DJB Coal Pty Ltd (the Company) in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




281


Resolution 1



Creditors

12.3 hours

$3,045.50








Investigation

1.0 hours

$359.50








Administration

2.1 hours

$486.00




Filing of documents

File reviews

Updating checklists





Preparing Group BAS


282

Resolution 2



Creditors

8.5 hours

$2,366.50








Investigation

2.8 hours

$784.00









Administration

10.9 hours

$2,849.50



Filing of documents

File reviews

Updating checklists



Planning / Review


283

Resolution 3



Creditors

13.00 hours

$4,007.50








Investigation

7.0 hours

$2,167.50





Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists





Preparing BAS

Finalisation




Finalising WIP



284


DJB Coal Pty Ltd (Administrators Appointed) ACN 110 928 213 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016







Matthew O'Connor Senior Analyst 265.00 1.40 371.00 318.00 1.20 26.50 0.10 26.50 0.10


Joshua Rich Analyst 2 195.00 0.40 78.00 78.00 0.40 0.00 0.00 0.00 0.00

Erin Lord Graduate 190.00 8.60 1,634.00 1,368.00 7.20 57.00 0.30 209.00 1.10

Bookkeeper 140.00 0.60 84.00 0.00 0.00 0.00 0.00 84.00 0.60

Total 15.40 3,891.00 3,045.50 12.30 359.50 1.00 486.00 2.10

GST 389.10



AdministrationTotal

Actual

Hours


285

DJB Coal Pty Ltd (Administrators Appointed) ACN 110 928 213 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

Position $/hours Total


Appointee 555.00 0.80 444.00 166.50 0.30 0.00 0.00 277.50 0.50

Director 490.00 1.20 588.00 147.00 0.30 147.00 0.30 294.00 0.60

Manager 390.00 4.00 1,560.00 546.00 1.40 234.00 0.60 780.00 2.00

Assistant Manager 340.00 1.80 612.00 442.00 1.30 0.00 0.00 170.00 0.50

Analyst 225.00 6.00 1,350.00 495.00 2.20 270.00 1.20 585.00 2.60

Graduate 190.00 6.20 1,178.00 570.00 3.00 133.00 0.70 475.00 2.50

Bookkeeper 140.00 1.20 168.00 0.00 0.00 0.00 0.00 168.00 1.20

Administration 100.00 1.00 100.00 0.00 0.00 0.00 0.00 100.00 1.00

Total 22.20 6,000.00 2,366.50 8.50 784.00 2.80 2,849.50 10.90

GST 600.00



AdministrationTotal

Actual

Hours


286

DJB Coal Pty Ltd (Administrators Appointed) ACN 110 928 213 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00



AdministrationTotal

Actual

Hours


Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

287





7. Disbursements






288



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)




Scanning 1 page @ 0.05 per page $0.05

Search Fees $25.22

Total $36.07

289

Remuneration report Enterprise Energy Pty Ltd (Administrators Appointed) (Enterprise or the Company) ACN 009 607 292







7. Disbursements


9. Queries


290


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Enterprise Energy Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




291


Resolution 1



Creditors

9.0 hours

$2,430.50








Investigation

1.5 hours

$553.00








Administration

3.5 hours

$692.00




Filing of documents

File reviews

Updating checklists





Preparing Group BAS


292

Resolution 2



Creditors

5.30 hours

$1,967.00








Investigation

0.90 hours

$235.50









Administration

3.10 hours

$797.50


Filing of documents

File reviews

Updating checklists



Planning / Review


293

Resolution 3



Creditors

13.00 hours

$4,007.50








Investigation

7.0 hours

$2,167.50





Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists





Preparing BAS

Finalisation




Finalising WIP



294


Enterprise Energy Pty Ltd (Administrators Appointed) ACN 009 607 292 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016







Matthew O'Connor Senior Analyst 265.00 1.60 424.00 291.50 1.10 0.00 0.00 132.50 0.50


Joshua Rich Analyst 2 195.00 0.40 78.00 78.00 0.40 0.00 0.00 0.00 0.00

Erin Lord Graduate 190.00 5.20 988.00 722.00 3.80 57.00 0.30 209.00 1.10

Bookkeeper 140.00 0.60 84.00 0.00 0.00 0.00 0.00 84.00 0.60

Administration 100.00 1.00 100.00 0.00 0.00 0.00 0.00 100.00 1.00

Total 14.00 3,675.50 2,430.50 9.00 553.00 1.50 692.00 3.50

GST 367.55



AdministrationTotal

Actual

Hours


295

Enterprise Energy Pty Ltd (Administrators Appointed) ACN 009 607 292 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 1.20 666.00 555.00 1.00 0.00 0.00 111.00 0.20

490.00 1.30 637.00 490.00 1.00 0.00 0.00 147.00 0.30

390.00 2.00 780.00 507.00 1.30 78.00 0.20 195.00 0.50

225.00 2.20 495.00 225.00 1.00 157.50 0.70 112.50 0.50

190.00 1.80 342.00 190.00 1.00 0.00 0.00 152.00 0.80

100.00 0.80 80.00 0.00 0.00 0.00 0.00 80.00 0.80

9.30 3,000.00 1,967.00 5.30 235.50 0.90 797.50 3.10

300.00

3,300.00

322.58 371.13 261.67 257.26

Appointee

Position Total

Actual

Hours


Director

Manager

Analyst

Graduate

Administration

Total

GST



296

Enterprise Energy Pty Ltd (Administrators Appointed) ACN 009 607 292 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00



AdministrationTotal

Actual

Hours


Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

297





7. Disbursements






298



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)






Search Fees $25.22

Total $40.07

299

Remuneration report Fernlee Coal Pty Ltd (Administrators Appointed) (Fernlee or the Company) ACN 122 458 548







7. Disbursements


9. Queries


300


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Fernlee Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




301


Resolution 1



Assets

3.00 hours

$1,177.00


Creditors

9.70 hours

$2,904.50










Investigation

1.40 hours

$510.00










Administration

3.10 hours

$752.50


Filing of documents





302

Resolution 2



Assets

2.00 hours

$415.00


Creditors

5.70 hours

$1,536.00










Investigation

0.5 hours

$157.00









Administration

4.10 hours

$892.00



Filing of documents

File reviews

Updating checklists




303

Resolution 3



Assets

33.00 hours

$10,895.00


Creditors

33.00 hours

$10,065.00










Investigation

6.00 hours

$2,040.00




Administration

26.10 hours

$7,000.00



First month, then six monthly liquidation review

Filing of documents

File reviews

Updating checklists





Preparing BAS





304


Fernlee Coal Pty Ltd (Administrators Appointed) ACN 122 458 548 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016




Martin Ford Appointee 555.00 0.30 166.50 0.00 0.00 0.00 0.00 0.00 0.00 166.50 0.30


Hannah Aynsley Senior Manager 460.00 2.60 1,196.00 46.00 0.10 736.00 1.60 414.00 0.90 0.00 0.00

Andrew Nestorovic Manager 390.00 2.90 1,131.00 1,131.00 2.90 0.00 0.00 0.00 0.00 0.00 0.00




Joshua Rich Analyst 2 195.00 0.20 39.00 0.00 0.00 0.00 0.00 39.00 0.20 0.00 0.00


Bookkeeper 140.00 1.20 168.00 0.00 0.00 0.00 0.00 0.00 0.00 168.00 1.20

Administration 100.00 0.20 20.00 0.00 0.00 0.00 0.00 0.00 0.00 20.00 0.20

Total 17.20 5,344.00 1,177.00 3.00 2,904.50 9.70 510.00 1.40 752.50 3.10

GST 534.40



AdministrationTotal

Actual

Hours


305

Fernlee Coal Pty Ltd (Administrators Appointed) ACN 122 458 548 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 0.40 222.00 0.00 0.00 111.00 0.20 0.00 0.00 111.00 0.20

490.00 0.50 245.00 0.00 0.00 147.00 0.30 0.00 0.00 98.00 0.20

390.00 1.40 546.00 0.00 0.00 312.00 0.80 78.00 0.20 156.00 0.40

340.00 0.50 170.00 0.00 0.00 136.00 0.40 34.00 0.10 0.00 0.00

225.00 3.80 855.00 225.00 1.00 450.00 2.00 45.00 0.20 135.00 0.60

190.00 4.00 760.00 190.00 1.00 380.00 2.00 0.00 0.00 190.00 1.00

140.00 0.80 112.00 0.00 0.00 0.00 0.00 0.00 0.00 112.00 0.80

100.00 0.90 90.00 0.00 0.00 0.00 0.00 0.00 0.00 90.00 0.90

12.30 3,000.00 415.00 2.00 1,536.00 5.70 157.00 0.50 892.00 4.10

300.00

3,300.00

243.90 207.50 269.47 314.00 217.56

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


306

Fernlee Coal Pty Ltd (Administrators Appointed) ACN 122 458 548 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 1,110.00 2.00 1,110.00 2.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 2,450.00 5.00 980.00 2.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 3,120.00 8.00 2,730.00 7.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 1,360.00 4.00 1,700.00 5.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 1,575.00 7.00 2,025.00 9.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 1,140.00 6.00 1,520.00 8.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 140.00 1.00 0.00 0.00 0.00 0.00 560.00 4.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 10,895.00 33.00 10,065.00 33.00 2,040.00 6.00 7,000.00 26.10

3,000.00

33,000.00

305.81 330.15 305.00 340.00 268.20 `

Total

GST



Assistant Manager

Analyst

Bookkeeper

Graduate

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


307


At the second meeting of creditors to be held on 30 March 2016, creditors will be asked to consider the following resolutions: Resolution 1 “To approve the Administrators’ remuneration for the period 18 February 2015 to 29 February 2016 of $5,344.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 2 “To approve the Administrators’ remuneration for the period 1 March 2016 to conclusion of the Administration up to a maximum of $3,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Resolution 3 “To approve the Liquidators’ remuneration for the period 30 March 2016 to conclusion of the Liquidation up to a maximum of $30,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016.” Future remuneration is approved subject to a maximum or cap. Sometimes the actual cost of the administration will exceed the maximum which has been approved, in which case, we may seek another resolution for additional remuneration. We will not pay any amount exceeding the maximum without this approval. Where funds are available, we will usually pay approved remuneration at intervals not less than one month. Where funds are not available, remuneration will not be paid.



7. Disbursements






308



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)





Search Fees $25.22

Total $39.57

309

Remuneration report Gemini Energy Pty Ltd (Administrators Appointed) (Gemini or the Company) ACN 147 444 148







7. Disbursements


9. Queries


310


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Gemini Energy Pty Ltd (the Company) in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




311


Resolution 1



Assets

0.4 hours

$106.00


Creditors

7.8 hours

$1,993.50








Investigation

1.3 hours

$437.00








Administration

2.4 hours

$535.00




Filing of documents

File reviews

Updating checklists





Preparing Group BAS


312

Resolution 2



Creditors

5.30 hours

$1,967.00








Investigation

0.90 hours

$235.50









Administration

3.10 hours

$797.50


Filing of documents

File reviews

Updating checklists



Planning / Review


313

Resolution 3



Creditors

13.00 hours

$4,007.50








Investigation

7.0 hours

$2,167.50





Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists





Preparing BAS

Finalisation




Finalising WIP



314


Gemini Energy Pty Ltd (Administrators Appointed) ACN 147 444 148 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016











Bookkeeper 140.00 0.70 98.00 0.00 0.00 0.00 0.00 0.00 0.00 98.00 0.70

Administration 100.00 0.20 20.00 0.00 0.00 0.00 0.00 0.00 0.00 20.00 0.20

Total 11.90 3,071.50 106.00 0.40 1,993.50 7.80 437.00 1.30 535.00 2.40

GST 307.15



AdministrationTotal

Actual

Hours


315

Gemini Energy Pty Ltd (Administrators Appointed) ACN 147 444 148 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 1.20 666.00 555.00 1.00 0.00 0.00 111.00 0.20

490.00 1.30 637.00 490.00 1.00 0.00 0.00 147.00 0.30

390.00 2.00 780.00 507.00 1.30 78.00 0.20 195.00 0.50

225.00 2.20 495.00 225.00 1.00 157.50 0.70 112.50 0.50

190.00 1.80 342.00 190.00 1.00 0.00 0.00 152.00 0.80

100.00 0.80 80.00 0.00 0.00 0.00 0.00 80.00 0.80

9.30 3,000.00 1,967.00 5.30 235.50 0.90 797.50 3.10

300.00

3,300.00

322.58 371.13 261.67 257.26

Appointee

Position Total

Actual

Hours


Director

Manager

Analyst

Graduate

Administration

Total

GST



316

Gemini Energy Pty Ltd (Administrators Appointed) ACN 147 444 148 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00



AdministrationTotal

Actual

Hours


Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

317





7. Disbursements






318



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)



Photocopy (BW) 10 page @ 0.10 per page $1.00


Search Fees $50.44

Total $61.89

319

Remuneration report Springsure Agricultural Holdings Pty Ltd (Administrators Appointed) (SAH or the Company) ACN 161 348 269







7. Disbursements


9. Queries


320


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Springsure Agricultural Holdings Pty Ltd (the Company) in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation

Resolution 3: 30 March 2016 to the completion of the Liquidation Section 4 $10,000.00



321


Resolution 1



Assets

0.2 hours

$53.00


Creditors

9.4 hours

$2,577.50








Investigation

1.3 hours

$464.00









Administration

2.5 hours

$577.00




Filing of documents

File reviews

Updating checklists





Preparing Group BAS


322

Resolution 2



Creditors

5.30 hours

$1,967.00








Investigation

0.90 hours

$235.50









Administration

3.10 hours

$797.50



Filing of documents

File reviews

Updating checklists



Planning / Review


323

Resolution 3



Creditors

13.00 hours

$4,007.50








Investigation

7.0 hours

$2,167.50




Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists





Preparing BAS

Finalisation




Finalising WIP



324


Springsure Agricultural Holdings Pty Ltd (Administrators Appointed) ACN 161 348 269 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016











Olivia Houston Undergraduate 190.00 0.20 38.00 0.00 0.00 0.00 0.00 0.00 0.00 38.00 0.20

Bookkeeper 140.00 0.60 84.00 0.00 0.00 0.00 0.00 0.00 0.00 84.00 0.60

Total 13.40 3,671.50 53.00 0.20 2,577.50 9.40 464.00 1.30 577.00 2.50

GST 367.15



AdministrationTotal

Actual

Hours


325

Springsure Agricultural Holdings Pty Ltd (Administrators Appointed) ACN 161 348 269 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 1.20 666.00 555.00 1.00 0.00 0.00 111.00 0.20

490.00 1.30 637.00 490.00 1.00 0.00 0.00 147.00 0.30

390.00 2.00 780.00 507.00 1.30 78.00 0.20 195.00 0.50

225.00 2.20 495.00 225.00 1.00 157.50 0.70 112.50 0.50

190.00 1.80 342.00 190.00 1.00 0.00 0.00 152.00 0.80

100.00 0.80 80.00 0.00 0.00 0.00 0.00 80.00 0.80

9.30 3,000.00 1,967.00 5.30 235.50 0.90 797.50 3.10

300.00

3,300.00

322.58 371.13 261.67 257.26

Appointee

Position Total

Actual

Hours


Director

Manager

Analyst

Graduate

Administration

Total

GST



326

Springsure Agricultural Holdings Pty Ltd (Administrators Appointed) ACN 161 348 269 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00



AdministrationTotal

Actual

Hours


Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

327





7. Disbursements






328



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)





Search Fees $25.22

Total $32.47

329

Remuneration report Traditional Oil Exploration Pty Ltd (Administrators Appointed) (TOE or the Company) ACN 069 118 574







7. Disbursements


9. Queries


330


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Traditional Oil Exploration Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the Administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




331


Resolution 1



Assets

0.2 hours

$68.00


Creditors

8.7 hours

$2,389.00








Trade On

2.3 hours

$782.00

Trade On Management Liaising with Royalty Holders

Investigation

1.2 hours

$418.00








Administration

2.5 hours

$541.00




Filing of documents

File reviews

Updating checklists





Preparing Group BAS


332

Resolution 2



Creditors

8.5 hours

$2,366.50








Investigation

2.8 hours

$784.00









Administration

10.9 hours

$2,849.50



Filing of documents

File reviews

Updating checklists



Planning / Review


333

Resolution 3



Creditors

13.00 hours

$4,007.50








Investigation

7.0 hours

$2,167.50





Liaising with ASIC

Administration

12.80 hours

$3,825.00



Filing of documents

File reviews

Updating checklists





Preparing BAS

Finalisation




Finalising WIP



334


Traditional Oil Exploration Pty Ltd (Administrators Appointed) ACN 069 118 574 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016










Joshua Rich Analyst 2 195.00 0.20 39.00 0.00 0.00 0.00 0.00 0.00 0.00 39.00 0.20 0.00 0.00


Bookkeeper 140.00 0.60 84.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 84.00 0.60

Administration 100.00 0.40 40.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 40.00 0.40

Total 14.90 4,198.00 68.00 0.20 2,389.00 8.70 782.00 2.30 418.00 1.20 541.00 2.50

GST 419.80



AdministrationTotal

Actual

Hours


335

Traditional Oil Exploration Pty Ltd (Administrators Appointed) ACN 069 118 574 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

Position $/hours Total


Appointee 555.00 0.80 444.00 166.50 0.30 0.00 0.00 277.50 0.50

Director 490.00 1.20 588.00 147.00 0.30 147.00 0.30 294.00 0.60

Manager 390.00 4.00 1,560.00 546.00 1.40 234.00 0.60 780.00 2.00

Assistant Manager 340.00 1.80 612.00 442.00 1.30 0.00 0.00 170.00 0.50

Analyst 225.00 6.00 1,350.00 495.00 2.20 270.00 1.20 585.00 2.60

Graduate 190.00 6.20 1,178.00 570.00 3.00 133.00 0.70 475.00 2.50

Bookkeeper 140.00 1.20 168.00 0.00 0.00 0.00 0.00 168.00 1.20

Administration 100.00 1.00 100.00 0.00 0.00 0.00 0.00 100.00 1.00

Total 22.20 6,000.00 2,366.50 8.50 784.00 2.80 2,849.50 10.90

GST 600.00



AdministrationTotal

Actual

Hours


336

Traditional Oil Exploration Pty Ltd (Administrators Appointed) ACN 069 118 574 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 2.00 1,110.00 277.50 0.50 277.50 0.50 555.00 1.00

490.00 2.00 980.00 245.00 0.50 245.00 0.50 490.00 1.00

390.00 9.00 3,510.00 1,560.00 4.00 780.00 2.00 1,170.00 3.00

340.00 3.00 1,020.00 680.00 2.00 0.00 0.00 340.00 1.00

225.00 8.60 1,935.00 675.00 3.00 675.00 3.00 585.00 2.60

190.00 6.50 1,235.00 570.00 3.00 190.00 1.00 475.00 2.50

140.00 1.00 140.00 0.00 0.00 0.00 0.00 140.00 1.00

100.00 0.70 70.00 0.00 0.00 0.00 0.00 70.00 0.70

32.80 10,000.00 4,007.50 13.00 2,167.50 7.00 3,825.00 12.80

1,000.00



AdministrationTotal

Actual

Hours


Appointee

Director

Manager

Total

GST

Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

337





7. Disbursements






338



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries



Enclosed for your attention as Appendix Y is the ASIC publication ‘Insolvency Information for directors, employees, creditors and shareholders’, which provides an index of all the information sheets that are available including information on ‘Approving fees’. You can download these forms from www.arita.com.au/insolvency-you/insolvency-explained/insolvency-fact-sheets



Total

(Excl GST)






Search Fees $25.22

Total $37.17

339

Remuneration report Waitara Coal Pty Ltd (Administrators Appointed) (Waitara or the Company) ACN 124 701 695







7. Disbursements


9. Queries


340


We, Grant Sparks, Martin Ford and Philip Carter of PPB Advisory, have undertaken a proper assessment of this remuneration claim for our appointment as joint and several Administrators of Waitara Coal Pty Ltd in accordance with the law and applicable professional standards. We are satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the administration. DATED: 21 March 2016





Amount (ex GST)





Liquidation




341


Resolution 1



Assets

0.1 hour

$46.00


Creditors

10.40 hours

$2,884.50











Investigation

1.4 hours

$510.00










Administration

13.00 hours

$1,646.50


Filing of documents

File reviews

Updating checklists





Preparing Group BAS


342

Resolution 2



Assets

2.00 hours

$415.00


Creditors

5.70 hours

$1,536.00










Investigation

0.5 hours

$157.00









Administration

4.10 hours

$892.00


Filing of documents

File reviews

Updating checklists







343

Resolution 3



Assets

33.00 hours

$10,895.00


Creditors

33.00 hours

$10,065.00










Investigation

6.00 hours

$2,040.00





Administration

26.10 hours

$7,000.00



Filing of documents

File reviews

Updating checklists









Preparing BAS





344


Waitara Coal Pty Ltd (Administrators Appointed) ACN 124 701 695 Resolution 1 Professional fees for work undertaken by the Administrators and their staff for the period 18 February 2015 to 29 February 2016











Bookkeeper 140.00 0.60 84.00 0.00 0.00 0.00 0.00 0.00 0.00 84.00 0.60

Administration 100.00 10.20 1,020.00 0.00 0.00 0.00 0.00 0.00 0.00 1,020.00 10.20

Total 24.90 5,087.00 46.00 0.10 2,884.50 10.40 510.00 1.40 1,646.50 13.00

GST 508.70



Total

Actual

Hours

Assets Creditors Investigation Administration

345

Waitara Coal Pty Ltd (Administrators Appointed) ACN 124 701 695 Resolution 2 Professional fees for work to be undertaken by the Administrators and their staff for the period 1 March 2016 to completion of the Administration

$/hours Total


555.00 0.40 222.00 0.00 0.00 111.00 0.20 0.00 0.00 111.00 0.20

490.00 0.50 245.00 0.00 0.00 147.00 0.30 0.00 0.00 98.00 0.20

390.00 1.40 546.00 0.00 0.00 312.00 0.80 78.00 0.20 156.00 0.40

340.00 0.50 170.00 0.00 0.00 136.00 0.40 34.00 0.10 0.00 0.00

225.00 3.80 855.00 225.00 1.00 450.00 2.00 45.00 0.20 135.00 0.60

190.00 4.00 760.00 190.00 1.00 380.00 2.00 0.00 0.00 190.00 1.00

140.00 0.80 112.00 0.00 0.00 0.00 0.00 0.00 0.00 112.00 0.80

100.00 0.90 90.00 0.00 0.00 0.00 0.00 0.00 0.00 90.00 0.90

12.30 3,000.00 415.00 2.00 1,536.00 5.70 157.00 0.50 892.00 4.10

300.00

3,300.00

243.90 207.50 269.47 314.00 217.56

Total

GST



Assistant Manager

Analyst

Graduate

Bookkeeper

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


346

Waitara Coal Pty Ltd (Administrators Appointed) ACN 124 701 695 Resolution 3 Professional fees for work to be undertaken by the Liquidators and their staff for the period 30 March 2016 to completion of the Liquidation

$/hours Total


555.00 7.00 3,885.00 1,110.00 2.00 1,110.00 2.00 555.00 1.00 1,110.00 2.00

490.00 10.00 4,900.00 2,450.00 5.00 980.00 2.00 490.00 1.00 980.00 2.00

390.00 19.00 7,410.00 3,120.00 8.00 2,730.00 7.00 390.00 1.00 1,170.00 3.00

340.00 12.00 4,080.00 1,360.00 4.00 1,700.00 5.00 0.00 0.00 1,020.00 3.00

225.00 21.00 4,725.00 1,575.00 7.00 2,025.00 9.00 225.00 1.00 900.00 4.00

190.00 21.00 3,990.00 1,140.00 6.00 1,520.00 8.00 380.00 2.00 950.00 5.00

140.00 5.00 700.00 140.00 1.00 0.00 0.00 0.00 0.00 560.00 4.00

100.00 3.10 310.00 0.00 0.00 0.00 0.00 0.00 0.00 310.00 3.10

98.10 30,000.00 10,895.00 33.00 10,065.00 33.00 2,040.00 6.00 7,000.00 26.10

3,000.00

33,000.00

305.81 330.15 305.00 340.00 268.20 `

Total

GST



Assistant Manager

Analyst

Bookkeeper

Graduate

Administration

Position

Appointee / Partner

Director

Manager

AdministrationTotal

Actual

Hours


347





7. Disbursements






348



Advertising At cost

Courier At cost


Colour


A3 – Colour

$0.10 per page

$0.50 per page

$0.20 per page

$0.60 per page

Postage At cost






9. Queries






Total

(Excl GST)




Search Fees $25.22

Total $41.37

349

Appendix Y – Regulatory Publications

350

Appendix Z – Proxy and Proof of Debt forms

Index

Form Page

Proof of Debt form for BEL, BC, SCC and SPH 351

Proof of Debt form for the Remaining Subsidiaries 353

Proxy Form for BEL 355

Proxy Form for BC 357

Proxy Form for SCC 359

Proxy Form for SPH 361

Proxy Form for Advocate 363

Proxy Form for Alpha 365

Proxy Form for Arcadia 367

Proxy Form for BOS 369

Proxy Form for Carnarvon 371

Proxy Form for Denison 373

Proxy Form for DW Coal 375

Proxy Form for DW Property 377

Proxy Form for DJB Coal 379

Proxy Form for Enterprise 381

Proxy Form for Fernlee 383

Proxy Form for Gemini 385

Proxy Form for SAH 387

Proxy Form for TOE 389

Proxy Form for Waitara 391

351

Subregulation 5.6.49(2)

FORM 535

Corporations Act 2001

FORMAL PROOF OF DEBT OR CLAIM (GENERAL FORM)

To the Administrators of: Please tick which company you are a creditor of (only tick one company per form)

Bandanna Energy Limited, ACN 009 356 665

Bandanna Coal Pty Ltd, ACN 118 803 704

Springsure Creek Coal Pty Ltd (Receivers & Managers Appointed), ACN 119 713 601

Springsure Property Holdings Pty Ltd (Receivers & Managers Appointed), ACN 151 660 561

(All Administrators Appointed) (individually ‘the Company’)

1. This is to state that the Company was on 22 September 2014, and still is, justly and truly indebted

to ....................................................................................................................................(Creditor)

(name of creditor)

of .....................................................................................................................................

(address of creditor)

for $.....................…………………………..

Particulars of the debt are:

Date

(date when the debt arose)

Consideration

(state how debt arose and attach supporting documentation)

Amount ($) Remarks

(include details of voucher substantiating payment)

2. To my knowledge or belief the Creditor has not, nor has any person by the Creditor's order, had

or received any satisfaction or security for the sum or any part of it except for the following

(insert particulars of all securities held. If the securities are on the property of the company, assess the value of those

securities. If any bills or other negotiable securities are held, show them in a schedule in the following form).

Date Drawer Acceptor Amount

($c)

Due Date

*3A. I am employed by the Creditor and authorised in writing by the Creditor to make this statement. I know that

the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied.

*3B. I am the Creditor's agent authorised in writing to make this statement in writing. I know that the debt was

incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied.

352

* Items 3A & 3B - delete both if the Creditor is a natural person and this proof is made by the Creditor personally. In other cases, if, for example, you are the director of a corporate Creditor or the solicitor or accountant of the Creditor, you sign this form as the Creditor’s authorised agent (delete item 3A). If you are an authorised employee of the Creditor (credit manager etc), delete item 3B.

I have attached the following documents (tick as many as appropriate):

☐Invoices ☐Judgement from Court ☐Letters of demand ☐Orders from Company

☐Monthly statements ☐Statutory demand ☐Credit application ☐Guarantee from Company

☐Creditors authority letter ☐Other documents

Dated ……/…../……. Name ……………………...… Signatory…………….……….…………. Phone …………………….. Email Address………………………………………………………....

Com

ple

te a

ll sections

353

Subregulation 5.6.49(2)

FORM 535


FORMAL PROOF OF DEBT OR CLAIM (GENERAL FORM)

To the Administrators of: Please tick which company you are a creditor of (only tick one company per form)

Advocate Holdings Pty Ltd, ACN 002 020 555

Alpha Coal Pty Ltd, ACN 119 742 639

Arcadia Coal Pty Ltd, ACN 119 713 852

Bandanna Oil Shale Pty Ltd, ACN 125 901 626

Carnarvon Coal Pty Ltd, ACN 127 582 870

Denison Coal Pty Ltd, ACN 162 175 644

Dingo West Coal Pty Ltd, ACN 119 713 665

Dingo West Property Holdings Pty Ltd, ACN 162 068 555

DJB Coal Pty Ltd, ACN 110 928 213

Enterprise Energy Pty Ltd, ACN 009 607 292

Fernlee Coal Pty Ltd, ACN 122 458 548

Gemini Energy Pty Ltd, ACN 147 444 148

Springsure Agricultural Holdings Pty Ltd, ACN 161 348 269

Traditional Oil Exploration Pty Ltd, ACN 069 118 574

Waitara Coal Pty Ltd, ACN 124 701 695

(All Administrators Appointed) (individually ‘the Company’)

1. This is to state that the Company was on 18 February 2015, and still is, justly and truly indebted

to ....................................................................................................................................(Creditor)

(name of creditor)

of .....................................................................................................................................

(address of creditor)

for $.....................…………………………………..

Particulars of the debt are:

Date

(date when the debt arose)

Consideration

(state how debt arose and attach supporting documentation)

Amount ($) Remarks

(include details of voucher substantiating payment)

2. To my knowledge or belief the Creditor has not, nor has any person by the Creditor's order, had

or received any satisfaction or security for the sum or any part of it except for the following

354

(insert particulars of all securities held. If the securities are on the property of the company, assess the value of those

securities. If any bills or other negotiable securities are held, show them in a schedule in the following form).

Date Drawer Acceptor Amount

($c)

Due Date

*3A. I am employed by the Creditor and authorised in writing by the Creditor to make this statement. I know that

the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied.

*3B. I am the Creditor's agent authorised in writing to make this statement in writing. I know that the debt was

incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied.

* Items 3A & 3B - delete both if the Creditor is a natural person and this proof is made by the Creditor personally. In other cases, if, for example, you are the director of a corporate Creditor or the solicitor or accountant of the Creditor, you sign this form as the Creditor’s authorised agent (delete item 3A). If you are an authorised employee of the Creditor (credit manager etc), delete item 3B.

I have attached the following documents (tick as many as appropriate):

☐Invoices ☐Judgement from Court ☐Letters of demand ☐Orders from Company

☐Monthly statements ☐Statutory demand ☐Credit application ☐Guarantee from Company

☐Creditors authority letter ☐Other documents

Dated ……/…../……. Name ……………………...… Signatory…………….……….…………. Phone …………………….. Email Address………………………………………………………....

Com

ple

te a

ll sections

355

Subregulation 5.6.29 FORM 532


APPOINTMENT OF PROXY

Bandanna Energy Limited

(Administrators Appointed) (the Company) ACN 009 356 665

A. Appointment of a proxy I/We, …………………………………………………………………………………………………..

(If a company, strike out “I” and set out full name of the company)

of ……………………………………………………….………………………………………………

(address)

a creditor of the Company

appoint………………………………………………………………………………………

as my/our proxy, or in his/her absence…………………………………………………, to vote at the

meeting of creditors to be held on Wednesday, 30 March 2016 at the Christie Conference Centre,

Endeavour 1 Room, Level 1, 320 Adelaide Street, Brisbane QLD 4000 at 10:00am or at any

adjournment of that meeting.

B. Voting directions

Option 1: ☐ If appointed as a general proxy, as he/she determines on my/our behalf (Please proceed to section C, i.e. do not complete the table below)

Option 2: ☐ If appointed as a special proxy in the manner set out below: (Please complete the table below before proceeding to section C)

No Resolution For Against Abstain

1 The Company be wound up (i.e. placed into liquidation) ☐ ☐ ☐

2 The Company execute a Deed of Company Arrangement ☐ ☐ ☐

3 The Administrations should end (and control revert back to the Company directors)

☐ ☐ ☐

4 If the Company is wound up, that a Committee of Inspection be formed comprising representatives as nominated at the meeting of creditors

☐ ☐ ☐

5 To approve the Administrators’ remuneration for the period 1 January 2016 to 29 February 2016 of $108,120.50 plus GST, as set out in the Remuneration Report dated 21 March 2016

☐ ☐ ☐

6

To approve the Administrators’ remuneration for the period 1 March 2016 to completion of the Administration up to a maximum of $200,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016

☐ ☐ ☐

7

To approve the Liquidators’ remuneration for the period 30 March 2016 to completion of the Liquidation up to a maximum of $750,000.00 plus GST, as set out in the Remuneration Report dated 21 March 2016

☐ ☐ ☐

356

C. Signature (in accordance with Sections 127 or 250D of the Corporations Act 2001)

If the creditor is an individual ………………………………………………

If the creditor is a Company ………………………………………………………. Director/Company Secretary ………………………………………………………. Print name

Dated this day of 2016

………………………………………..………………………………………………………………………………………….

CERTIFICATE OF WITNESS

Please Note: This certificate is to be completed only where the person giving the proxy is blind or incapable of writing. The signature of the creditor is not to be attested by the person nominated as proxy. I, _______________________________________ of __________________________________________certify that the above instrument appointing a proxy was completed by me in the presence of and at the request of the person appointing the proxy and read to him before he attached his signature or mark to the instrument. Signature of witness: _____________________________________

.………………………………………..………………………………………………………………………………………….

357




Bandanna Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 118 803 704



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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5 To approve the Administrators’ remuneration for the period 22 September 2014 to 29 February 2016 of $13,577.50 plus GST, as set out in the Remuneration Report dated 21 March 2016

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358





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359




Springsure Creek Coal Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) (the Company)

ACN 119 713 601



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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6


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7


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360





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361




Springsure Property Holdings Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed) (the Company)

ACN 151 660 561



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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6


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362





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363




Advocate Holdings Pty Ltd (Administrators Appointed) (the Company)

ACN 002 020 555



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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5 To approve the Administrators’ remuneration for the period 18 February 2015 to 29 February 2016 of $5,672.50 plus GST, as set out in the Remuneration Report dated 21 March 2016

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364





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365




Alpha Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 119 742 639



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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366





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367




Arcadia Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 119 713 852



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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368





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369




Bandanna Oil Shale Pty Ltd (Administrators Appointed) (the Company)

ACN 125 901 626



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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370





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371




Carnarvon Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 127 582 870



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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372





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373




Denison Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 162 175 644



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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374





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375




Dingo West Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 119 713 665



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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376





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377




Dingo West Property Holdings Pty Ltd (Administrators Appointed) (the Company)

ACN 162 068 555



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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378





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379




DJB Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 110 928 213



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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380





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381




Enterprise Energy Pty Ltd (Administrators Appointed) (the Company)

ACN 009 607 292



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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382





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383




Fernlee Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 122 458 548



of ……………………………………………………….………………………………………………

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appoint………………………………………………………………………………………












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384





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385




Gemini Energy Pty Ltd (Administrators Appointed) (the Company)

ACN 147 444 148



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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386





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387




Springsure Agricultural Holdings Pty Ltd (Administrators Appointed) (the Company)

ACN 161 348 269



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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388





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389




Traditional Oil Exploration Pty Ltd (Administrators Appointed) (the Company)

ACN 069 118 574



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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390





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391




Waitara Coal Pty Ltd (Administrators Appointed) (the Company)

ACN 124 701 695



of ……………………………………………………….………………………………………………

(address)


appoint………………………………………………………………………………………












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392





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