report by the administrators pursuant to section 439 (4)(a) of the

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RPG Holdings Pty Ltd (Administrators Appointed) (ACN 126 006 157)

RP Group Administration Pty Ltd (Administrators Appointed) (formerly Rollpress Proplate Group Pty Ltd) (ACN 011 070 394)

RPG (SA) Pty Ltd (Administrators Appointed) (ACN 122 181 122)

RPG Pipe Pty Ltd (Administrators Appointed) (ACN 126 459 961)

RPG Aus Administration Pty Ltd (Administrators Appointed) (formerly RPG Australia Pty Ltd) (ACN 119 261 344)

Report by the Administrators pursuant to Section 439 (4)(a) of The Corporations Act 2001 Peter Gothard, Jim Sarantinos and Tim Michael

17 January 2013

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Table of Contents

Section Page

1 Executive summary .................................................................... 3

2 Introduction ................................................................................. 4

3 Group information ....................................................................... 9

4 Historical financial information .................................................13

5 Statement by directors .............................................................15

6 Statutory investigations ............................................................16

7 Trading by Administrators ........................................................22

8 Sale of business / assets .........................................................24

9 Creditors’ options, dividend estimates & cost estimates ..........25

10 Administrators’ opinion .............................................................27

11 Administrators’ remuneration report .........................................27

12 Further queries .........................................................................27

Annexure

A Remuneration report

B Statutory information

C Non-migrated security interests

D Schedule of historical profit and loss by entity

E Schedule of historical balance sheets by entity

F Directors' Report As To Affairs

G Estimated Outcome Statement

H Notice of Meeting, Proxy, Proof of Debt

I Creditor Information Sheet

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1 Executive summary

On 5 October 2012, Peter Gothard, Jim Sarantinos and Tim Michael were appointed Administrators of RPG Holdings Pty Ltd (RPG Holdings), RP Group Administration Pty Ltd (formerly Rollpress Proplate Group Pty Limited) (Rollpress), RPG (SA) Pty Ltd (RPG SA) and RPG Pipe Pty Ltd (RPG Pipe). On 22 October 2012 they were also appointed to RP Aus Administration Pty Ltd (formerly RPG Australia Pty Ltd) (RPG Australia) (together the Group). The Administrators appointments were made pursuant to Section 436A of the Corporations Act 2001 (the Act). On appointment, the Administrators assumed control of the Group’s operations and notified employees of their appointment. The Administrators then conducted an urgent financial and commercial review of the Group with the assistance of the Board of Directors and senior management. The Administrators quickly concluded that:

a) it was unlikely that a Deed of Company Arrangement (DOCA) proposal would be advanced by the Board of Directors, the Group’s management or existing shareholders;

b) the limited working capital resources available and position of key suppliers meant that it was not prudent to attempt to continue ongoing trading operations of the Group; and

c) value for creditors would best be protected via an immediate sale of the Group’s operating businesses and assets.

This resulted in the immediate closure of the Richlands, Dalby and Kilburn sites with the majority of staff being made redundant. Several employees were retained at each of the sites in the short term to assist with ongoing asset realisations and the orderly wind down of the sites. An accelerated marketing campaign was conducted with a view to selling the remaining operating businesses as going concerns. This marketing campaign resulting in over 80 expressions of interest in the Group’s Processing division and the eventual sale of the business to Southern Steel Group Pty Ltd (Southern Steel) for $7.04 million on 29 October 2012. This sale resulted in the preservation of 84 jobs. While there was initial interest in the remaining divisions of the Group, the businesses were not ultimately able to be sold. As a result the remainder of the Group’s assets were sold via public auction. The investigations undertaken to date in the Administration are detailed in Section 6 of this report. At this stage there are no issues arising from this review which we believe would require further investigation by any subsequently appointed Liquidator.

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The Administrators submit their report and opinions as required by Section 439A of the Act and Regulation 5.3A.02 of the Corporations Regulations to provide creditors with sufficient information to determine if it is in their interests that: The Group executes a DOCA;

The Administration of the Group ends; or

The Group is wound-up.

On the basis that a DOCA proposal has not been received and ending the Administration is not a viable option due to the insolvency of the Group, it is the Administrators opinion that the Group should be wound up.

The Administrators intend to hold the second meeting of creditors on 30 January 2013 for the Group. Details of this meeting are provided at Section 2.4 and at Annexure H.

2 Introduction

2.1 Purpose of Administrators’ appointment and this report

The purpose underlying an Administrator’s appointment is to explore all available options to restructure the Group’s affairs so as to enable some or all of the business to continue as a going concern or, if this is not possible, to seek to preserve and maximise the return for creditors. During the Administration period, creditors’ claims are put on hold. The Administrators are required to provide creditors with information and recommendations to assist creditors decide upon the company’s future. Section 439A(4) of the Act explains the purpose of an Administrator’s report in providing that the notice (of second meeting) must be accompanied by a copy of: (a) A report by the Administrator about the company’s business, property, affairs and

financial circumstances; and (b) A statement setting out the Administrator’s opinion about each of the following matters:

Whether it would be in the creditors’ interests for the company to execute a Deed of Company Arrangement;

Whether it would be in the creditors’ interest for the administration to end;

Whether it would be in the creditors’ interest for the company to be wound up; and

His or her reasons for those opinions and provide such other information known to the Administrator as will enable the creditors to make an informed decision about each of the above matters.

(c) If a Deed of Company Arrangement is proposed – a statement setting out details of the

proposed deed. In the time available, the Administrators have undertaken certain investigations detailed in Section 6 of this report. These investigations have enabled the Administrators to form an opinion about the Group’s future. The Administrators opinion is set out in Section 10 of this report.

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As the operations of the businesses within the Group are intrinsically linked, we have prepared joint reports in order to minimise costs. However, resolutions presented at the second meeting of creditors will be voted on a company by company basis.

2.2 Basis of Report

This report has been prepared primarily from information received from the directors of the Group and the Group’s books and records. Although the Administrators have conducted certain investigations of the affairs of the Group, there may be matters which we are unaware of as an audit of the Group has not been undertaken. In order to complete our report we have utilised information from: Australian Securities and Investments Commissions (ASIC);

Personal Property Security Register (PPSR);

The Group’s book and records;

Discussions with, and a questionnaire completed by, the directors of the Group;

Discussions with employees of the Group;

Discussions with debtors of the Group;

Discussions with the secured creditors of the Group;

Discussions with unsecured creditors of the Group; and

Other public databases.

2.3 First meeting of creditors and committee of creditors

First meetings of creditors were held on 17 October 2012 for RPG Holdings, Rollpress, RPG SA and RPG Pipe. The first meeting of creditors for RPG Australia was held on 1 November 2012. In each of these meetings, creditors ratified our appointment as Administrators and resolved to appoint a Committee of Creditors for each of the companies in the Group. The Committee of Creditors comprise trade suppliers, landlords and employees, details of which are provided at Annexure B. Committee of Creditor meetings for RPG Holdings, Rollpress, RPG SA and RPG Pipe were held on 29 October 2012. To date, no Committee of Creditor meeting has been held in respect of RPG Australia.

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2.4 Second meeting of creditors

Pursuant to Section 439A of the Act details of the second meeting are provided in the table below.

Entity Meeting Time & Date Location

RPG Holdings, Rollpress, RPG Pipe and RPG Australia

10:00am (AEST) on 30 January 2013

Christie Corporate Centre, 320 Adelaide Street, Brisbane QLD 4000

RPG SA 12:00pm (ACST) on 30 January 2013

Business SA Function Centre Room 1BC 136 Greenhill Road UNLEY SA 5061

At the second meeting, creditors will decide the Group’s future by voting on one of the following options: That the Group executes a DOCA; or

That the Administration should end and control of the Group reverts to its directors; or

That the Group should be wound up.

Please note that no DOCA has been received by the Administrators as at the date of this report. In relation to the second meeting of creditors, we enclose the following documents at Annexure H: (a) Notice of meeting of creditors

Please note that the RPG Holdings, Rollpress, RPG Pipe and RPG Australia meetings commence at 10:00am (AEST) and the RPG SA meeting commences at 12:00pm (ACST). You should arrive for registration at least thirty minutes prior to the meeting.

(b) Informal Claim Form for Voting Purposes

A person is not entitled to vote at the meeting unless they provide particulars of the debt or claim to the Administrators before the meeting. Please note this form is for voting purposes only. All creditors must furnish full details of their claims, indicating whether they rank as secured, preferential or unsecured, and whether they claim title to any goods supplied to the Group or any lien over goods in their possession which are property of the Group. Please note that a proof of debt form is not required if already lodged with the Administrators.

(c) Appointment of Proxy form This form enables you to appoint a person to act on your behalf at the meeting. Please ensure that this form is completed for the correct legal entity of the Group.

The Informal Claim Form for Voting Purposes and Proxy form should be lodged with this office before the meeting and, in any event, no later than 4.00pm the day before the meeting.

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Forms can be sent by facsimile to (07) 3831 3862 and marked to the attention of Emmy Tran or scanned and emailed to [email protected]. Please note that Corporations Regulation 5.6.36A requires lodgement of the original Proxy form with the Administrators’ office within 72 hours of lodging the faxed copy.

2.5 Non-disclosure of certain information

There are sections of this report wherein the Administrators considered it inappropriate to disclose certain information to creditors. Such information includes valuations of specific assets. The Administrators recognise the need to provide creditors with complete disclosure of all necessary information relating to the Group. However, the Administrators believe certain information is commercially sensitive and it is not in creditors’ interests for them to disclose the information publicly at this stage, as this may compromise future asset realisations.

2.6 Declaration of independence, relevant relationships and indemnities

The Administrators provided a Declaration of Independence, Relevant Relationships and Indemnities (DIRRI) to creditors with their first circular to creditors and also tabled the declaration at the first meetings of creditors held on 17 October 2012. This DIRRI related to the appointment to RPG Holdings, Rollpress, RPG SA and RPG Pipe. Following their appointment to RPG Australia on 22 October 2012, the Administrators provided a further DIRRI to creditors of this entity. The Administrators disclosed the following prior relationships in the DIRRIs: (i) Circumstances of appointment

We held a telephone conversation on or around 4 October 2012 and one meeting with

Patrick Elliot and James Murphy of Next Capital on 5 October 2012 for the purpose of discussing the general financial position of the Group and the Voluntary Administration process. Please note that Next Capital is a major shareholder of the Group.

In addition, we also spoke several times to the secured creditors Westpac Banking Corporation (Westpac) and Commonwealth Bank of Australia (CBA) during September and October 2012 regarding our potential appointment as Voluntary Administrators.

We confirm we received no remuneration for this advice. The above meeting and telephone conversations do not affect our independence as Ferrier Hodgson’s advice was limited to assessing the Group’s financial position, the consequences of insolvency and restructuring options. Advice was given to the Group only. We did not advise the directors personally or others. The Courts and the IPAA’s Code of Professional Practice specifically recognise the need for practitioners to provide advice on the insolvency process and the options available and do not consider that such advice results in a conflict or an impediment to accepting the appointment. The nature of the advice is such that it would not be subject to review and challenge during the Voluntary Administration. The pre-appointment advice will not influence

mailto:[email protected]

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our ability to fully comply with the statutory and fiduciary obligations associated with the Voluntary Administration in an objective and impartial manner. On 5 October 2012, we were appointed Voluntary Administrators of RPG Holdings, Rollpress, RPG SA and RPG Pipe. During the Administration process discussions were held with Mark McSweeney, Michael Lewis (Group directors) and John Edwards (Group company secretary) regarding the Group’s businesses and its day to day activities. During these discussions it became apparent that in order to effectively undertake the Administration it would be necessary to place RPG Australia into Voluntary Administration. In anticipation of this appointment we spoke to Patrick Elliot of Next Capital on several occasions between 5 October 2012 and 22 October 2012. (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:

Name Nature of relationship Reasons why not an impediment conflict

Westpac and CBA From time to time, Ferrier Hodgson undertakes assignments for various financiers including Westpac and CBA

Ferrier Hodgson has never undertaken any work for Westpac or CBA in respect of the Group. The work that Ferrier Hodgson undertakes for Westpac and CBA will not influence our ability to fully comply with the statutory and fiduciary obligations associated with the Group’s Voluntary Administration in an objective and impartial manner.

Patrick Elliot Professional acquaintance Patrick Elliot was an employee and former Partner of Ferrier Hodgson between 1988 and 1995. However, we have not worked professionally with Patrick Elliot within the last 24 months and there is consequently no threat to our independence.

RPG Holdings

Rollpress

RPG SA

RPG Pipe

RPG Australia

We were appointed Administrators of RPG Holdings, Rollpress, RPG SA and RPG Pipe on 5 October 2012.

We were subsequently appointed Administrators of RPG Australia on 22 October 2012.

Intercompany transactions occur within the Group. The nature of business operations means that the Administrations can be conducted more efficiently by the same Administrators. At the time of our appointment we were not aware of any conflicts of interests between the group companies. If a conflict arises, we will inform creditors and take appropriate action.

2.7 Summary of receipts and payments

A summary of the Administrators’ receipts and payments for the period 5 October 2012 to 31 December 2012 is included within Part B of the Administrators’ Remuneration Report in Annexure A.

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3 Group information

3.1 Statutory information

According to searches of the ASIC database, the following information in respect of each company in the Group is contained in Annexure B. Incorporation Date

Registered Office

Company Officers

Shareholders

3.2 Group structure

3.3 Personal Property Security Register

Migrated Security Interests A search of the ASIC database has revealed that the following All Present and After Acquired Property (All PAAP) charges (formerly known as a fixed and floating charges) were migrated from the ASIC (Corporations) Register of Charges to the PPSR on 30 January 2012:

RPG Holdings

RPG Australia

Rollpress RPG SA RPG Pipe

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Entity Secured Party Date Created

Date Registered

Type

RPG Holdings CBA Corporate Services (NSW) Pty Ltd

21/06/07 22/06/07 All PAAP no exceptions (Fixed and Floating)

Rollpress CBA Corporate Services (NSW) Pty Ltd


RPG SA CBA Corporate Services (NSW) Pty Ltd


RPG Pipe CBA Corporate Services (NSW) Pty Ltd


RPG Australia CBA Corporate Services (NSW) Pty Ltd


We understand that CBA Corporate Services (NSW) Pty Ltd (in its capacity as security trustee of the Rollpress Security Trust) holds cross collateralised All PAAP charges across all Group entities. The beneficiaries of the Rollpress Security Trust are Westpac and CBA.

The security trustee has advised that the total outstanding liability as at the date of the Administrators appointment was approximately $38.3 million. The Administrators have undertaken a preliminary review of this security interest and determined it to be, prima facie, valid. The Administrators will request a review to be undertaken by their lawyers, prior to making any distribution to the security trustee. Non-Migrated Security Interests Following the commencement of the Personal Property and Securities Act 2009 (PPS Act) on 30 January 2012, a number of creditors have registered non-migrated security interests on the PPSR with a schedule of these creditors provided at Annexure C. We note that a number of security interests appear to be registered after the date of our appointment. As these interests were registered post the date of Administration, our preliminary view is that they will be invalid. We are continuing to assess the validity of all non-migrated security interests and in particular claims from a number of parties who are relying on the transitional provisions. We note that with the introduction of the PPSR regime on 30 January 2012, to be enforceable against an insolvent company, commercial agreements containing ROT clauses entered into after that date must have been registered as security interests on the PPSR. In this regard, we are continuing to assess the validity of these claims made by suppliers. Failing those suppliers being in a position to satisfy us that they held a valid ROT clause giving rise to a transitional security interest under the PPS Act, it is unlikely that those suppliers will have priority over ordinary unsecured creditors.

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Please see Section 7.2 for further information on security interest claims in respect of the Caval Ridge and Maules Creek projects.

3.4 Winding up applications

There were no winding up applications filed with the Court in relation to the Group prior to the appointment of the Administrators.

3.5 Company history

The Group commenced operations approximately 60 years ago as a small engineering, fabrication and metal forming operation named GM Gurr. The main trading entity of the Group (Rollpress) has existed in its current form since 1990 and developed a strong and diversified business providing integrated steel solutions to various industry sectors. Rollpress was formed following the merger of Proplate Pty Ltd and GM Gurr with the merged entity trading as Rollpress Proplate Group from October 2002. In November 2006, Rollpress acquired Air Ride Wind (the Group’s manufacturing site located in Kilburn, Adelaide), which specialised in the fabrication of wind towers for the renewable energy sector. In June 2007, Rollpress was acquired by the private equity group, Next Capital, and commenced trading as RPG Australia. Later in 2007, the Group completed the acquisition of Major Metals, thereby establishing an operational site in Dalby, Queensland. In 2009, the Group acquired AquaCon, a former division of Australian Water Systems. In summary, as at the date of the Administration, the Group consisted of four divisions, operating from four locations, Wacol, Richlands and Dalby in Queensland and Kilburn in South Australia. An overview of the Group’s operations as at the date of Administration is provided in the table below:

RPG Entity Division Description Location(s)

Rollpress Processing Processing plate and structural steel through cutting and profiling.

Wacol

Rollpress Pipe and Water Manufacture of traditional and spiral pipe for key mining and energy related infrastructure projects.

Wacol and Richlands

Rollpress Mining, Energy and Heavy Engineering (MEHE)

Focused on bespoke heavy engineering, fabrication and pipe spooling, primarily into the high value oil, gas and coal wash plant segments.

Wacol, Richlands and Dalby

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RPG SA Wind An integral part of the MEHE business, focused on serial production of wind towers for the renewable energy sector.

Kilburn

Rollpress Corporate / Head Office

Incorporated the key management team together with all core administration functions including accounts, payroll, human resources and IT.

Wacol

3.6 Decision to appoint administrators

The Group’s financial position had steadily deteriorated for the three years prior to our appointment. Following initial high level discussions with senior management and a review of the Group’s books and records the key drivers behind the decline in the Group’s profitability appear to be as follows: Wind division revenue declined from $73 million in FY09 to $23 million in FY12, with the

Australian wind tower market significantly impacted by the increasing threat of lower cost imports. The ongoing uncertainty of the renewable energy sector in Australia also contributed heavily to the underperformance of the division in recent years. As at the date of Administration, the Group did not have any wind tower manufacturing contracts in place.

Pipe and Water division revenue declined from $55 million in FY09 to $38 million in

FY12, with margins also tightening significantly over the period. As a result, EBITDA for the division fell from $8 million in FY09 to $3 million in FY11. The Group experienced ongoing difficulties in securing contracts and when contracts were won, this was often due to margin being compromised. Group management made a strategic decision to move into the water infrastructure market in 2009 which led to the acquisition of a number of highly specialised items of equipment. While the Group established the infrastructure to enter the domestic water market, it failed to secure any significant contracts in that sector. The Group unsuccessfully attempted to sell the Pipe and Water division of the business earlier in 2012.

The MEHE division reported losses in excess of $1 million in both FY11 and FY12 which

was a result of tightening margins across the sector.

During this period the Board of Directors and senior management worked closely with the Group’s financiers to manage working capital requirements whilst various restructuring options were considered. However, on 5 October 2012, the Group’s bankers indicated that they were not prepared to extend the term of the banking facility further which caused the Group’s directors to immediately place RPG Holdings, Rollpress, RPG SA and RPG Pipe into Voluntary Administration. A subsequent appointment of Administrators to RPG Australia occurred on 22 October 2012.

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4 Historical financial information

4.1 Preparation of financial statements

The Group had lodged audited financial statements for the years to 30 June 2010 with statutory financial statements for the financial years ending 30 June 2011 and 30 June 2012 prepared but unaudited as at the date of our appointment. Furthermore, we were provided management accounts for the three months to 30 September 2012.

4.2 Profit and loss statement and preliminary analysis

Annexure D contains a summary of the profit and loss statements for each of the companies in the Group for the past three financial years. A summary of the Group’s consolidated profit and loss is set out below.

Group Consolidated Profit and Loss

FY13

3 months

$000

FY12

Annual

$000

FY11

Annual

$000

FY10

Annual

$000

Revenue 22,653 135,286 125,594 121,116

Less: Cost of Goods Sold (20,464) (111,290) (105,128) (88,498)

Gross Profit from Trading Income

2,189 23,996 20,466 32,618

Direct Expenses (3,041) (11,645) (9,092) (8,330)

Less: Indirect Expenses

Administration (101) (341) (278) (276)

Variable costs (1,100) (2,727) (3,400) (3,716)

Labour (1,505) (6,561) (6,113) (6,109)

Other 31 (712) 463 (561)

Total Expenses (5,716) (21,986) (18,420) (18,992)

EBITDA (3,527) 2,010 2,046 13,626

Impairments (31) - - (7,500)

Depreciation & Amortisation (742) (3,443) (3,542) (3,530)

Interest (888) (4,603) (4,085) (4,661)

Tax 1,547 1,775 1,547 1,156

Loss After Income Tax (3,641) (4,261) (4,034) (909) Our comments in relation to the historical trading results are as follows: In FY10 the Group achieved a gross profit margin of 27% although this declined to 18% in

FY12. For the 3 months to 30 September 2012 the Group’s profit margin declined to 10%.

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At a net profit level the Group has incurred losses since FY10.

4.3 Balance sheet and preliminary analysis

Annexure E contains a summary of the balance sheets for each of the companies in the Group for the past three financial years. A summary of the Group’s consolidated balance sheets for the past three financial years is set out below.

Consolidated Group Balance Sheet

As at 5/10/12

$000

As at 30/06/12

$000

As at 30/06/11

$000

As at 30/06/10

$000

Current Assets

Cash and Cash Equivalents 1,293 4,181 1,048 2,214

Trade and Other Receivables 13,151 16,868 31,671 20,049

Inventories & WIP - 134 78 86

Prepayments and other 7,292 8,112 14,099 12,449

Total Current Assets 21,736 29,295 46,896 34,798

Non-Current Assets

Property, Plant & Equipment 21,317 17,593 19,992 21,677

Leasehold improvements - 928 1,012 1,084

Leased assets - 3,438 4,020 4,639

Goodwill 61,807 61,807 61,771 61,705

Other non-current assets 2,801 1,652 1,890 1,955

Total Non-Current Assets 85,925 85,418 88,685 91,060

Current Liabilities

Trade and Other Payables 15,202 19,023 28,183 16,003

Lease liabilities - 1,342 686 708

Borrowings 36,503 35,750 3,121 -

Provisions 1,680 - 1,417 1,516

Tax provisions (4,706) (3,469) (1,608) 36

Total Current Liabilities 48,679 52,646 31,799 18,263

Non-Current Liabilities

Borrowings 2,544 - 35,750 35,750

Lease liabilities, provisions and other 2,304 5,436 7,193 7,804

Total Non-Current Liabilities 4,848 5,436 42,943 43,554

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Net Assets 54,133 56,631 60,840 64,039

Share Capital 68,326 67,670 67,831 67,541

Reserves - (709) (924) (1,467)

Retained earnings (14,193) (10,330) (6,067) (2,033)

Total Equity 54,133 56,631 60,840 64,039

Our comments in relation to the historical balance sheets are set out below. The Group has reported a positive net asset position for each of the last three financial

years although this is largely attributable to the inclusion of goodwill of approximately $62 million. Excluding goodwill the Group has had a net liability position since 30 June 2011.

The Group has operated with a net working capital deficiency since 30 June 2012 following a reallocation of secured borrowings from non-current liabilities to current liabilities as the facility’s maturity date fell within 12 months.

5 Statement by directors

5.1 Summary

Section 438B of the Act requires the directors to provide an Administrator with a statement about the business, property and affairs of the Group. We received the directors’ statements for RPG Holdings, Rollpress, RPG SA and RPG Pipe on 26 October 2012 and for RPG Australia on 5 November 2012. In the statements, the directors detailed the assets and liabilities at book value and Estimated Realisable Value (ERV). Annexure F contains a summary of the statements provided by the directors for each of the companies.

5.2 Omissions from Statement

The Administrators are not aware of any material omissions from the directors’ statement.

5.3 Explanation for current financial position

The directors’ explanation for the Group’s current financial position is as follows: Inability to obtain renewal of banking facilities; and

Significant decline in major project revenues combined with pressure on gross margin.

The Administrators’ generally concur with the directors’ reasons for the failure of the Group.

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6 Statutory investigations

6.1 Nature and scope of review

The Act requires an Administrator to carry out preliminary investigations into a company’s business, property, affairs and financial circumstances in an Administration. Investigations centre on transactions entered into by the company that a Liquidator might seek to void or otherwise challenge where the company is wound up. Investigations allow an administrator to advise creditors what funds might become available to a Liquidator such that creditors can properly assess whether to accept a DOCA proposal or resolve to wind up the company. Funds recovered would be available to the general body of unsecured creditors including secured creditors but only to the extent of any shortfall incurred after realising their security. A Liquidator may recover funds from each type of transaction detailed in the Creditor Information Sheet attached as Annexure I of this report. A Deed Administrator does not have recourse to these voidable transactions. A Liquidator may also recover funds through other avenues; for example, through action seeking compensation for insolvent trading or breach of director duties. An Administrator is not obliged to carry out investigations to the same extent as a Liquidator. A Liquidator may require many months of investigation and conduct public examinations before forming a concluded view on recovery action. Given the extension to the convening period, the Administrators are better placed to undertake a more substantial investigation into the Group. The dividend estimate in a Liquidation scenario set out in Section 9.3 of this report reflects the outcome of our investigations. The Administrators’ knowledge of the Group’s affairs comes principally from the following sources: Communications with the Group’s major unsecured creditors regarding the nature and

amount of the debts owed;

Communications with the secured creditor regarding the nature and amount of the debt

owed;

The directors’ statement and a detailed questionnaire concerning the Group's affairs

prepared by the directors;

Discussions with the directors and their advisors;

An independent valuation of the Group's plant and equipment obtained upon our

instructions;

Searches conducted within the ASIC records database relating to the Group and any

related entities;

Searches obtained from interstate Land Title Offices and Motor Vehicle Authorities;

An examination of the Income Tax Returns filed with the Deputy Commissioner of

Taxation by the Group; and

An examination of the Group’s books and records including its financial statements and

management accounts.

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6.2 The Group’s solvency

6.2.1 Overview A precursor to the recovery of funds by a Liquidator through the voiding of certain transactions or through other legal action, such as seeking compensation from directors for insolvent trading, is establishing the Group’s insolvency at the relevant time. Establishing insolvency is a complex matter due in part to the complexity of corporate financial transactions and the lack of clear prescriptive legal authority on proof of insolvency. Notwithstanding, there are two primary tests used in determining a company’s solvency, at a particular date; namely: Balance sheet test; and

Cash flow or commercial test.

The Courts have widely used the cash flow or commercial test in determining a company’s solvency at a particular date. Section 95A of the Act also contains a definition of solvency. That definition reflects the commercial test in stating that a person is solvent if “the person is able to pay all the person’s debts as and when they become due and payable”. However, the commercial test is not the sole determinant of solvency. Determining solvency derives from a proper consideration of a company’s financial position in its entirety and in the context of commercial reality. Relevant issues include, but are not limited to the following: The degree of illiquidity. A temporary lack of liquidity is not conclusive and regard should

be had to:

o Cash resources; and

o Monies available through asset realisations, borrowings against the security of assets or equity/capital raising.

All a company’s assets might not be relevant when considering solvency. For example, where a company proposes selling assets which are essential to its business operations, the proceeds of those assets should not be taken into account;

The voluntary and temporary forbearance by creditors not to enforce payment terms; and

It is not appropriate to base an assessment of whether a company can meet its liabilities as and when they fall due on the prospect that a company might trade profitably in the future.

In summary, it is a company’s inability using such resources as are available to it through the use of its assets, or otherwise, to meet its debts as they fall due, which indicates insolvency.

6.2.2 Preliminary determination

Set out below is a summary of the Administrators’ investigations and our determination as to the Group’s solvency.

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a) Banking Facilities

We have undertaken a review of the Group’s bank facilities for the 6 months prior to our appointment. While we understand that there were discussions regarding options for restructuring the Group and its debts during this time, we have not identified any transactions which would appear to vary from the ordinary course of business conducted by the Group.

b) Aged payables review

The table below sets out an analysis of the aged payables as at 31 January 2012 and 5 October 2012 for Rollpress and RPG SA, being the only two trading companies within the Group.

Rollpress

Current

$000

30-60 Days

$000

60-90 Days

$000

90+ Days

$000

Total

$000

31 January 2012 3,666 5,955 2,139 444 12,204

Percentage of total 30% 49% 18% 4%

5 October 2012 1,624 3,614 4,299 1,949 11,485


RPG SA

Current

$000

30-60 Days

$000

60-90 Days

$000

90+ Days

$000

Total

$000

31 January 2012 417 777 135 60 1,390


5 October 2012 290 878 642 456 2,267


The Administrators comments in relation to this are: A review of aged payables indicates that for the period ending 31 January 2012, payables

at 60+ days were sitting at 22% and 14% for Rollpress and RPG SA, respectively. This indicates cash flow was generally sufficient at that stage to pay debts as and when they fell due.

This position appears to have deteriorated over the 6-9 month period leading up to the

Administration. At the date of our appointment, over 54% and 48% of trade creditors for Rollpress and RPG SA respectively were 60+ days overdue.

This high level analysis suggests that the Group may have been experiencing cash flow pressures leading up to the Administration, however discussions with the directors indicate that creditor payments were being managed this way to facilitate the Group’s working capital requirements.

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We are not aware of any action taken against the Group by its creditors in the twelve months leading up to the Administration. This has been confirmed by both the directors of the Group and ASIC company searches conducted.

c) Finance Commitments Review

Outside of any agreement with its financiers we understand that in the period leading up to our appointment, the Group continued to meet its commitments to creditors.

d) Profitability, Cash flow and Working Capital

Please refer to our high level commentary of the financial statements at Section 4.2.

e) Net Assets

Please refer to our high level commentary analysis of the financial statements at Section 4.3.

f) Payment of statutory commitments including Superannuation Guarantee Charge

From the information available it appears that all superannuation and statutory liabilities were current as at the date of our appointment.

g) Sources and Applications of Funds

The directors of the Group have advised that they did not have access to any other sources of funding as at the date of our appointment. Conclusion as to insolvency The above analysis indicates: Whilst the Group’s creditors were stretched over the course of 2012 to facilitate

management of working capital resources, the Group had resources available to it and was under no apparent pressure from any particular creditor to repay debts other than in the ordinary course of business;

Outside of any agreement with its financiers we understand the Group did not breach any financing arrangements prior to being placed into Voluntary Administration; and

All statutory commitments were up to date as at the date of appointment.

Based on the review conducted to date, the Administrators’ view is that it is unlikely that the Group was insolvent for any material period prior to 5 October 2012. In respect of RPG Australia please note that it did not enter into any transactions during the period 5 October 2012 and 22 October 2012 and we therefore also conclude that it is unlikely that the entity was insolvent for any material period prior to 5 October 2012. It may be the case that any subsequently appointed Liquidator would need to conduct further investigations on an entity by entity basis, and possibly conduct public examinations of relevant parties, to ultimately determine whether or not the Group became insolvent at an earlier date. 6.2.3 Presumption of insolvency – inadequate books and records Failure to keep or retain adequate books and records in accordance with Section 286 of the Act provides a rebuttable presumption of insolvency under Section 588E of the Act. A Liquidator can rely on the presumption of insolvency in litigation including:

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Compensation claims arising from insolvent trading; and

Recovery of voidable transactions from related entities.

The presumption cannot be relied upon in the recovery of an unfair preference except where the recovery is sought from a related entity. The Administrators are of the view that the Group maintained adequate books and records in accordance with Section 286 of the Act.

6.3 Potential Liquidator recoveries - voidable transactions

6.3.1 Unfair preferences Our initial investigation into the Group’s affairs has not revealed any unfair preference payments which may lead to recoveries by a Liquidator in the event that the Group is wound up. 6.3.2 Uncommercial transactions Our initial investigations do not disclose any transactions of an uncommercial nature which may lead to recoveries by a Liquidator in the event that the Group is wound up. 6.3.3 Unfair loans Based on our investigations to date, the Group was not a party to any unfair loans which may lead to recoveries by a Liquidator in the event that the Group is wound up. 6.3.4 Unreasonable director-related transactions Our investigations have not revealed any unreasonable director-related transactions which may lead to recoveries by a Liquidator in the event that the Group is wound up.

6.3.5 Obstruction of creditors’ rights Our investigations have not identified any transactions intended to obstruct creditors’ rights which may lead to recoveries by a Liquidator in the event that the Group is wound up. 6.3.6 Voidable charges We have not identified any charges which may be voided by a Liquidator.

6.4 Potential Liquidator recoveries - insolvent trading

6.4.1 Director liability Our initial investigations do not show that the Group traded whilst it was insolvent. Based on our analysis at Section 6.2 of this report, we consider that it is difficult (without further investigation and enquiry) to determine a date of insolvency materially earlier than 5 October 2012 due to the ongoing support by the Group’s secured creditors. In their defence, the directors could argue: They had sought ongoing professional advice which ultimately led to the appointment of

Administrators; and

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They had a reasonable expectation that the secured creditors would continue to support the Group.

Again, a Liquidator may seek legal advice on these issues and conduct more investigations, possibly including a public examination. The costs of proceeding with an insolvent trading action must be considered as does the personal financial capacity of the directors to pay any judgement obtained against them. At this stage the Administrators have not ascertained the financial position of the directors of the Group. Presently, on the available information, it is the Administrators’ view that there is no basis for an insolvent trading action against the directors. 6.4.2 Holding company liability As RPG Holdings is itself insolvent, it is not appropriate to pursue such a recovery.

6.5 Other potential Liquidator recoveries

6.5.1 Compensation for breach of director duties Based on our investigations to date, we have not identified any offences the directors may have committed under the provisions of the Act. 6.5.2 Arrangements to avoid employee entitlements Based on our investigations to date, there does not appear to have been a contravention of Part 5.8A of the Act by any person. Please note that following our appointment, the Administrators found that certain employees undertaking work for Rollpress held contracts of employment with RPG Australia. These employees performed functions solely for Rollpress and for all intents and purposes were treated as Rollpress employees. The Administrators have therefore treated these employees as being employed by Rollpress. Our assessment has been accepted by the secured creditors (over whom the relevant employee claims would gain precedence) and accordingly, these employees will be treated as employees of Rollpress for the purpose of their claims made against the Group. Similarly, whilst most employees of the Kilburn business were issued contracts of employment by RPG SA, all employees were governed by a Heads of Agreement which was between each employee and RPG Australia.

These employees performed functions solely for RPG SA and for all intents and purposes were treated as RPG SA employees. The Administrators have therefore treated these employees as being employed by RPG SA. Again our assessment has been agreed upon by the secured creditors and accordingly, these employees will be treated as employees of RPG SA for the purpose of their claims against the Group.

6.6 Possible offences

Based on preliminary investigations, the Administrators have not identified any offences the directors may have committed under the Act.

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6.7 Summary of potential Liquidator recoveries

At this stage and based on current information, the Administrators do not consider that there will be any potential recoveries from antecedent transactions by a Liquidator in the event the Group is wound up.

6.8 Directors’ ability to pay a Liquidator’s claims

Given the Administrators do not consider there will be any potential recoveries from the directors by a Liquidator, they have not made any assessment in this regard at this stage.

6.9 Report to ASIC

At this time the Administrators do not intend to report to ASIC pursuant to section 438D of the Act.

7 Trading by Administrators

7.1 Overview

Following their appointment on 5 October 2012, the Administrators assumed control of the Group’s operations and notified employees of their appointment. The Administrators then conducted an urgent financial and commercial review of the Group with the assistance of the Board of Directors and senior management. This review was initially focused on the following:

Obtaining an understanding of the commercial and financial issues facing the Group;

Assessing the short term working capital requirements of the Group;

Understanding the prospects of achieving an accelerated going concern sale of the entire Group or, should this not be possible, certain divisions;

Assessing the status of the Group’s major contracts including an assessment of Work In Progress (WIP) and collectability of the Group’s debtor ledger; and

Performing a high level assessment of potential retention of title claims particularly from the major steel suppliers.

Upon completing this review, the Administrators concluded that due to:

the limited cash at bank available;

the restrictions placed on trading due to debts owed to key suppliers;

potential retention of title claims over stock on hand; and

the limited options available for a sale of the business as a going concern, it was appropriate to immediately streamline the Group’s operations. This resulted in the closure of the Richlands, Dalby and Kilburn sites on 8 October 2012 with the majority of staff being made redundant immediately. Several employees were retained at

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each of the sites in the short term to assist with ongoing asset realisations and the orderly wind down of the sites. Following their initial assessment the Administrators retained all employees at Wacol in respect of the Processing and Pipe divisions with a view to exploring prospects for an accelerated going concern sale. The Administrators did not have sufficient funding to maintain the operations of the Processing and Pipe divisions. The decision was made therefore to stand employees down on full pay whilst an accelerated marketing campaign was conducted. As described further in Section 8, a going concern sale of the Processing division was completed on 29 October 2012 which resulted in the continuity of employment for 84 employees. Despite advanced discussions taking place in respect of the Pipe division, a going concern sale of this business could not be achieved and as a result all employees in this division were made redundant on 24 October 2012. The remaining assets of the Group were sold via auction by our agents, Grays Online. Please see Section 8 for further details.

7.2 Realisation of Work In Progress (WIP)

On appointment the Group had various levels of WIP across the four divisions which the Administrators looked to complete where possible in order to maximise debtor recoveries. To date, debtor realisations across the Group total approximately $13.2 million with up to a further $0.4 million expected to be collected by the end of February 2013. Prior to our appointment, the Group entered into two large contracts to provide fabricated steelwork to two domestic mining projects as summarised below:

Contractor Contract Gross Contract Value

% Complete

Gross debtor amount outstanding as at 5/10/12

Gross settlement proceeds

BMA Caval Ridge $22,085,647 20% - 30% $2,800,000* $2,200,000

Sedgman Maules Creek $10,590,567 94% $98,706 $98,706

* The Group had invoiced an amount of c. $1.4 million with an additional c. $1.4m of work completed but not invoiced as at the

date of our appointment.

A significant number of suppliers were involved in each project, many of whom asserted security interest and retention of title claims relating to supplies used in the projects following our appointment. As a result of the Administrators being forced to cease to trade the business shortly following their appointment, they were unable to sell through any valid security interest without either obtaining the consent of each security holder or permission of the Court. Given the number of suppliers involved in each project and also the time critical nature of settlement discussions with each contractor, the Administrators deemed it necessary to make applications to Court in respect of both the Caval Ridge and Maules Creek projects. The applications were heard on 13 November 2012 and 18 December 2012 respectively with the Court confirming that selling through any valid security interest and completing the

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proposed settlement agreements with each contractor was in the best interests of the general body of creditors. The Court confirmed that the settlement proceeds should be distributed in the following order:

1. Towards the Administrators’ costs and disbursements relating to the settlement and to the subsequent adjudication of any claims;

2. Towards any claim in respect of the proceeds of the settlement which in the opinion of the Administrators is a valid claim; and

3. Against other claims in the ordinary course of the Administration. We have recently written to all suppliers whom we believe to have supplied goods in respect of each project and requested that they supply the relevant documentation to substantiate any claim. Based on current information we hope to have reviewed, adjudicated upon and settled all claims by 28 February 2013.

8 Sale of business / assets

The Group’s business and assets were advertised for sale in the Australian Financial Review and The Australian on 9 October 2012. As previously advised the Administrators had extremely limited working capital following their appointment and as such an accelerated sale process had to be undertaken as follows:

Date Stage

From 10 October 2012 Access to online data room and information memorandum upon execution of confidentiality deed

10 – 12 October 2012 Site visits and management meetings

12 October 2012 Closing date for submission of indicative bids

17 October 2012 Final binding bids to be submitted

19 October 2012 Execution of sale agreement

23 October 2012 Completion

Expressions of interest were registered by over 80 parties with a going concern sale of the Processing division completing on 29 October 2012 as detailed below.

8.1 Processing division (Wacol)

Following receipt of indicative bids, two parties were shortlisted with a view to achieving a going concern sale of the Processing division. Upon receipt of final binding bids, the Administrators progressed an offer received from Southern Steel, which contained the following key elements: Sale of all plant and equipment at Wacol required to undertake the operations of the

Processing division, including items subject to finance leases;

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Sale of steel stock on hand at Wacol, limited to items where the Administrators were able to provide clear title; and

Continuity of employment for 84 existing staff.

The sale was completed on 29 October 2012 for total consideration of $7.04 million. Subsequent to the completion of the sale, additional stock and work in progress was purchased by Southern Steel for $0.5 million.

8.2 Pipe & Water division (Wacol and Richlands)

Following the advertisement of the business and assets of the Group, one party submitted an indicative going concern offer with respect to the Pipe division. The Administrators subsequently held advanced discussions with this party in an effort to complete the sale. Unfortunately, the interested party withdrew their interest on 24 October 2012 and sale discussions ceased. As a result all assets have been (or are in the process of being) sold via a public auction / expressions of interest campaign. We hope to have finalised all asset realisations within the next 7 – 14 days although given the physical size of certain assets they may not be fully removed from the Richlands site until the end of February 2013.

8.3 MEHE Division (Dalby and Richlands) and Wind Division (Kilburn)

There were no acceptable offers received for either the MEHE or Wind businesses, with all offers received for the plant and equipment assets substantially below valuation. As a result all remaining assets situated at Dalby, Richlands and Kilburn were sold via public auction.

9 Creditors’ options, dividend estimates & cost estimates

Pursuant to Section 439A(4)(b) of the Act, we are required to provide creditors with a statement setting out our opinion on whether it is in the creditors’ interests for:

The Group to execute a DOCA; or

The Voluntary Administrations to end; or

The Group to be wound up.

In forming our opinion, the Administrators considered an estimate of the dividend creditors might expect, and the likely costs, under each option.

9.1 Group to execute DOCA As previously advised in this report no proposal for a DOCA has been received by the Administrators to date. This is therefore not an option available to creditors at this time.

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9.2 Administration to end

Creditors may resolve that the Administration should end if it appears the Group is solvent or, for some other reason, control of the Group should revert to its directors.

Based on our investigations and analysis of the Group’s financial information, the Group is insolvent. There appears to be no valid commercial reason why control of the Group should revert to its directors.

If the Administration were to end, there is no mechanism controlling an orderly realisation of assets and distribution to creditors. The Administrators are unable to say what the Group may ultimately pay creditors or what costs it might incur.

Therefore, the Administrators consider that it is not in the creditors’ interest for the Administration to end.

9.3 Winding up of the Group

Based upon the information in this report, the Administrators have compiled an Estimated Outcome Statement (EOS) for each of the companies in the Group to analyse the likely return to each class of creditor. An EOS for each entity is provided at Annexure G. The analysis at Annexure G provides a high and low estimate of the financial position of each Group entity. Please note that only Rollpress and RPG SA have realised assets whether these be of a non-circulating or circulating nature. It is not expected that there will be any realisations and therefore no distribution to any class of creditor of RPG Holdings, RPG Pipe or RPG Australia. A summary of the estimated return to priority employee creditors of Rollpress and RPG SA is as follows:

Rollpress RPG SA

Low High Low High

Estimated funds available for distribution to priority creditors

3,018,979 3,018,979 495,963 557,086

Estimated % return to priority employee creditors

100% 100% 26% 29%

The above table illustrates priority employee claims will be paid in full for Rollpress employees. RPG SA priority employee creditors are expected to receive a dividend of approximately 26% to 29% of their claim. As previously advised should the Group proceed to Liquidation, employees may be entitled to claim their entitlements (other than superannuation) under the Federal Government’s GEERS although any claim will be subject to the usual financial limits imposed by the scheme. The estimated return to secured creditors under their cross collateralised security of the Group is between $12.4 million and $13.8 million resulting in a shortfall of approximately $25.9 million to $24.5 million in a low and high scenario respectively.

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Given the level of shortfall to secured creditors there will not be sufficient funds to enable a distribution to unsecured creditors of the Group. The following points should be noted in regards to the EOS provided at Annexure G:

Plant and equipment realisations have not been provided for commercial reasons as the Administrators still have a number of assets to realise;

There has been an allocation of Administration costs across non-circulating and circulating asset pools based on estimated realisable values; and

Certain stock and debtor proceeds are subject to ROT claims. The Administrators have reached settlements with a number of suppliers and continue to work through the remaining claims.

10 Administrators’ opinion

On the basis that no DOCA proposal has been received and ending the Administration is not a viable option due to the insolvency of the Group, it is the Administrators opinion that the Group should be wound up.

11 Administrators’ remuneration report

Pursuant to Section 446E of the Act, we enclose as Annexure A the Administrators’ Remuneration Report. At the second meeting of creditors, we intend seeking approval of the remuneration set out in the Remuneration Report. Details of disbursements incurred are also included in the Remuneration Report.

12 Further queries

The Administrators will advise creditors in writing, if practicable, of any additional matter that comes to our attention after the dispatch of this report that, in our view, is material to creditors’ deliberations.

In the meantime, should creditors have any queries, please do not hesitate to contact Emmy Tran on (07) 3834 9202.

DATED this 17th day of January 2013

Peter Gothard

Administrator

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Glossary of terms

Abbreviation Description

ABN Australian Business Number

ACN Australian Company Number

Act The Corporations Act 2001

Administrators Peter Gothard, Jim Sarantinos and Tim Michael of Ferrier Hodgson

All PAAP All Present and After Acquired Property

ASIC Australian Securities and Investments Commission

ATO Australian Taxation Office

CBA Commonwealth Bank of Australia

DEEWR Department of Education, Employment and Workplace Relations

DIRRI Declaration of Independence, Relevant Relationships and Indemnities

DOCA Deed of Company Arrangement

EBITDA Earnings Before Interest, Tax, Depreciation and Amortisation

EOI Expressions of Interest

ERV Estimated Realisable Value

FH Ferrier Hodgson

FYXX Financial year ended 30 June 20XX

GEERS General Employee Entitlements Redundancy Scheme

Group Rollpress, RPG Holdings, RPG SA, RPG Pipe and RPG Australia.

GST Goods and Services Tax

IPAA Insolvency Practitioners Association of Australia

MEHE Mining, Energy and Heavy Engineering division

PPSR Purchase Property Security Register

RATA Report As To Affairs

ROT Retention Of Title

RPG Holdings RPG Holdings Pty Ltd

Rollpress RP Administration Pty Ltd (formerly Rollpress Proplate Group Pty Ltd)

RPG SA RPG (SA) Pty Ltd

RPG Pipe RPG Pipe Pty Ltd

RPG Australia RP Aus Administration Pty Ltd (formerly RPG Australia Pty Ltd)

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Southern Steel Southern Steel Group Pty Ltd

Westpac Westpac Banking Corporation

WIP Work in Progress

Annexure A

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CORPORATIONS ACT 2001

Section 449E

RPG HOLDINGS PTY LIMITED (ADMINISTRATORS APPOINTED) ACN 126 006 157 (“THE COMPANY”)

REMUNERATION REPORT

We, Peter Gothard, Tim Michael and Jim Sarantinos, have undertaken a proper assessment of this remuneration claim for our appointment as Voluntary Administrators of 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 in the conduct of the administration. Our Remuneration Report, prepared pursuant to Section 449E of the Corporations Act 2001, takes the following format. Part A A1 Schedule of hourly rates and general guide to staff experience A2 Tasks undertaken by the Administrators and remuneration calculation for the period 5

October 2012 to 31 December 2012 A3 Schedule of the Administrators’ anticipated tasks and remuneration estimate for the period 1

January 2013 to 30 January 2013 A4 Where Liquidators are appointed, a schedule of the Liquidators’ anticipated tasks and

remuneration estimate from 30 January 2013 to the conclusion of the liquidation A5 Remuneration approved and drawn to date A6 Resolutions to be put to creditors at the meeting convened for 30 January 2013 Part B B1 Administrators’ disbursements B2 Summary of Receipts and Payments for the period 5 October 2012 to 31 December 2012 B3 Other creditor information on remuneration

The Remuneration Report must be read in conjunction with the report to creditors dated 17 January 2013.

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PART A A1 SCHEDULE OF HOURLY RATES & GENERAL GUIDE TO STAFF EXPERIENCE

Title Rate ($) Experience

Partner 650 The Partner/Appointee is a registered liquidator and member of the ICAA and, generally, the IPA, bringing specialist skills to the administration or insolvency task. For specific experience and other details of the appointee/s, please visit

our website at www.ferrierhodgson.com

Director 575 Generally, minimum of 12 years experience at least 2 years of which is to be at Manager level. University degree; member of the ICAA and, generally, the IPA, with deep knowledge and lengthy experience in relevant insolvency legislation and issues.

Senior Manager 515 Generally, more than 7 years experience with at least 2 years as a Manager. University degree; member of the ICAA and, generally, the IPA; very strong knowledge of relevant insolvency legislation and issues.

Manager 435 Generally, 5-7 years chartered accounting or insolvency management experience. University degree; member of the ICAA and generally, the IPA; sound knowledge of relevant insolvency legislation and issues.

Assistant Manager

370 Generally, 4-6 years chartered accounting or insolvency management experience. University degree; member of the ICAA; completing IPAA Insolvency Education Program. Good knowledge of relevant insolvency legislation and issues.

Senior Analyst 325 Generally, 2-4 years chartered accounting or insolvency management experience. University degree; completing the ICAA’s CA program. Good knowledge of basic insolvency legislation and issues.

Analyst 290 Generally, 2-3 years chartered accounting or insolvency management experience. University degree, ICAA’s CA program commenced.

Accountant 260 0 to 2 years experience. Has completed or substantially completed a degree in finance/accounting. Under supervision, takes direction from senior staff in completing administrative tasks.

Junior Accountant

170 0 – 1 year’s experience. Undertaking a degree part-time in finance/accounting. Under supervision, takes directions from senior staff in completing administrative tasks.

Senior Secretary 205 Appropriate skills including machine usage.

Computer Operator

145 Appropriate skills including machine usage.

Clerk 175 Generally non qualified administrative assistant. Classification depends on experience, salary and complexity of work to be completed.

Typist 110 Appropriate skills including machine usage.

Office Assistant 110 Completed schooling and plans to undertake further studies. Required to assist in administration and day to day field work under the supervision of more senior staff.

Notes:

1. The hourly rates are exclusive of GST.

2. The guide to staff experience is intended only as a general guide to the qualifications and experience of our staff engaged in the administration. Staff may be engaged under a classification that we consider appropriate for their experience.

3. Time is recorded and charged in six-minute increments.

4. Rates are subject to change from time to time. The hourly rates reflect the total cost of providing professional services and should not be compared to an hourly rate. See Part B1 for details of disbursements.

http://www.ferrierhodgson.com.au/

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A2. Tasks undertaken by the Administrators and remuneration calculation for the period 5

October 2012 to 31 December 2012

Task Area General Description Includes:

Assets $312

Leasing / Other Assets Reviewing leasing documents Review records in relation to asset ownership and

realisations

Creditors $7,393

Creditor Enquiries Receive and follow up creditor enquiries via telephone and email

Maintaining creditor enquiry register Review and prepare correspondence to creditors and

their representatives via facsimile, email and post Correspondence with committee of creditors members

Secured creditor reporting Responding to secured creditor’s queries

Creditor reports/circulars Initial circular to creditors. Plan and prepare report pursuant to section 439A of

the Act. Arrange mail-out

Dealing with proofs of debt Receipting and filing POD’s when not related to a dividend

Corresponding with OSR and ATO regarding POD’s 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.

Preparation and lodgement of minutes of meetings with ASIC

Respond to stakeholder queries and questions immediately following meeting

Employees $78

Employee enquiries

Review of employee records

Trade On $529

Trade On Management Liaising with management and staff Attendance on site

Investigation / Administration

$6,034

Conducting investigation Collection of company books and records Reviewing company’s books and records and Report

as to Affairs Review and preparation of company nature and history Conducting and summarising statutory searches Preparation of comparative financial statements Preparation of deficiency statement Review of specific transactions and liaising with

directors regarding certain transactions Preparation of investigation file

Correspondence General correspondence

Document maintenance/file review/checklist

Filing of documents File reviews Updating checklists

Insurance Identification of potential issues requiring attention of insurance specialists

Correspondence with Open Cover regarding initial and ongoing insurance requirements

Reviewing insurance policies

Bank account administration Preparing correspondence opening and closing

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accounts Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers

ASIC Form 524 and other forms Preparing and lodging ASIC forms including 505

ATO & other statutory reporting Notification of appointment

Review of pre-appointment BAS’

Planning / Review Discussions regarding status/strategy of administration

Books and records / storage Arranging storage of books and records

Total $14,345.50

A2. Tasks undertaken by the Administrators and remuneration calculation for the period 5 October 2012 to 31 December 2012

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Employee Position Rate

(ex GST)

$/Hour Hours $ Hours $ Hours $ Hours $ Hours $ Hours $ Hours $

Jim Sarantinos Partner 650 2.7 1,755.00 0.2 130.00 1.5 975.00 0.0 0.00 0.0 0.00 0.0 0.00 1.0 650.00

Emma O'Leary Manager 435 15.5 6,742.50 0.0 0.00 7.5 3,262.50 0.0 0.00 0.0 0.00 0.0 0.00 8.0 3,480.00

Rhett Grasso Manager 435 0.5 217.50 0.0 0.00 0.5 217.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Amy Zemancheff Senior Analyst 325 2.0 650.00 0.0 0.00 0.4 130.00 0.0 0.00 0.2 65.00 0.0 0.00 1.4 455.00

Billy Priest Analyst 290 10.7 3,103.00 0.0 0.00 4.9 1,421.00 0.0 0.00 1.6 464.00 1.4 406.00 2.8 812.00

Cassandra Ronaldson Accountant 260 1.5 390.00 0.0 0.00 1.5 390.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Johan Taljaard Accountant 260 4.7 1,222.00 0.7 182.00 3.7 962.00 0.3 78.00 0.0 0.00 0.0 0.00 0.0 0.00

Angela Smart Clerk 175 0.2 35.00 0.0 0.00 0.2 35.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Douglas Moore Junior Accountant 170 1.1 187.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.1 187.00

Astra Delaguiado Computer Operator 145 0.3 43.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 43.50

39.2 14,345.50 0.90 312.00 20.20 7,393.00 0.30 78.00 1.80 529.00 1.40 406.00 14.60 5,627.50

/ Shutdown

Administration

Total Task Area

Assets Creditors Employees Trade On Investigations

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A3 Schedule of anticipated tasks and Administrators’ estimated prospective remuneration for the Period 1 January 2013 to 30 January 2013 Based on the following anticipated tasks, I estimate the Administrators’ fees for the above period to be approximately $10,000.00.


Creditors $5,000


Maintaining creditor enquiry register Review and prepare correspondence to creditors and their

representatives via facsimile, email and post Correspondence with committee of creditors members


Creditor reports/circulars Initial circular to creditors.

Plan and prepare report pursuant to section 439A of the Act. Arrange mail-out



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.




$5,000

Conducting investigation Collection of company books and records Reviewing company’s books and records and Report as to

Affairs Review and preparation of company nature and history Conducting and summarising statutory searches Preparation of comparative financial statements Preparation of deficiency statement Review of specific transactions and liaising with directors

regarding certain transactions Preparation of investigation file







Bank account administration Preparing correspondence opening and closing accounts Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers

ASIC Form 524 and other forms

Preparing and lodging ASIC forms including 505

ATO & other statutory reporting

Notification of appointment Review of pre-appointment BAS’



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A4 Schedule of anticipated tasks and Liquidators’ estimated prospective remuneration for the period 30 January 2013 to the conclusion of the liquidation Based on the following anticipated tasks of the Liquidation, I estimate the Liquidators’ fees to be approximately $20,000.00.


Creditors $10,000















$10,000










Bank account administration Preparing correspondence opening and closing accounts

Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers


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Finalisation Notifying ATO of finalisation Cancelling ABN / GST / PAYG registration Completing checklists Finalising WIP

Please note that the above is an estimate only. Final costs depend heavily upon the time and resources required to finalise the Company’s Liquidation. If costs exceed the estimate, I will advise creditors accordingly and seek further approval. A5 Remuneration approved and drawn to date Creditors have not yet approved the Administrators’ remuneration and no remuneration has been drawn to date. A6 Resolutions to be put to creditors at the meeting convened for 30 January 2013 At the meeting of creditors convened for 30 January 2013, creditors will be asked to consider the following resolutions: "That the remuneration of the Administrators, as set out in the Administrators’ remuneration report dated 17 January 2013 for the period 5 October 2012 to 31 December 2012 be fixed and paid in the sum of $14,345.50 plus any applicable GST.” “That the remuneration of the Administrators, as set out in the Administrators’ remuneration report dated 17 January 2013 for the period from 1 January 2013 to 30 January 2013 to be fixed and paid to a maximum amount of $10,000.00 plus any applicable GST." "That the remuneration of the Liquidators, as set out in the Administrators’ remuneration report dated 17 January 2013 for the period from 30 January 2013 to the conclusion of the liquidation be approved up to the sum of $20,000.00 plus any applicable GST but subject to upward revision by resolution of creditors, and that the Liquidators be authorised to make periodic payments on account of such accruing remuneration."

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PART B

B1 Administrators’ Disbursements Disbursements are divided into three types D1, D2 and D3. D1 Disbursements are all externally provided professional services and are recovered at cost. An

example of a D1 disbursement is legal fees. D2 Disbursements are externally provided non professional costs such as travel, accommodation

and search fees. D2 disbursements are recovered at cost. D3 Disbursements are internally provided non professional costs such as photocopying and

document storage. D3 disbursements are charged at cost except for photocopying, printing and telephone calls which are charged at a rate which is intended to recoup both variable and fixed costs. The relevant rates are set out below.

Disbursements Charges

(Excluding GST)

Postage At cost

Telephone At cost

Photocopying $0.50 per page

Facsimile $0.21 per page

File Set Up At cost

Advertising $0.50 per page

Storage – Per Box $0.21 per page

Storage – Per File At cost

Couriers At cost

Creditor approval for the payment of disbursements is not required. However, the Administrators must account to creditors. Creditors have the right to question the incurring of disbursements and can challenge disbursements in court.

B2 Summary of Receipts and Payments for the period 5 October 2012 to 31 December 2012 There were no receipts and payments for the period 22 October 2012 to 31 December 2012.

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B3 Other creditor information on remuneration The partners of Ferrier Hodgson are, generally, members of the Insolvency Practitioners Association of Australia. Ferrier Hodgson follows the IPA Code of Professional Practice. A copy of the Code of Professional Practice may be found on the IPA website at www.ipaa.com.au An information sheet concerning approval of remuneration in external administrations can also be obtained from the IPA website. If you require further detail of our remuneration claim, or have other queries, please contact Billy Priest of this office prior to the creditors’ meeting. Dated this 17th day of January 2013

Peter Gothard Administrator

http://www.ipaa.com.au/

Annexure A

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Section 449E

RP GROUP ADMINISTRATION PTY LIMITED (ADMINISTRATORS APPOINTED), FORMALLY KNOWN AS ROLLPRESS PROPLATE GROUP PTY LIMITED

ACN 011 070 394 (‘THE COMPANY”)

REMUNERATION REPORT






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Assistant Manager





Junior Accountant



Computer Operator





Notes:






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Assets

$672,923

Sale of business as a going concern

Preparing an information memorandum Management of valuation Preparing list of interested parties and undertaking expressions

of interests Assessment of final bidder Completion of contract and settlement Set up data room and make information available to interested

parties

Plant and equipment Liaising with valuers, Grays and interested parties

Reviewing asset listings Issues surrounding auctions

Assets subject to specific charges

All tasks associated with realising a charged asset

Debtors Correspondence with debtors Reviewing and assessing debtors ledgers Review of debtor collections daily Negotiate with customers and unbilled contract works

Stock Arrange stock takes Assessing stock systems Reviewing stock values Liaising with purchasers

Other assets Tasks associated with realising other assets, incl. WIP

Leasing Reviewing leasing documents

Liaising with owners/lessors Tasks associated with disclaiming leases

Creditors

$346,241

Creditor Enquiries Receive and follow up creditor enquiries via telephone and email Maintaining creditor enquiry register Review and prepare correspondence to creditors and their


Retention of Title Claims Receive initial notification of creditor’s intention to claim Provision of retention of title claim form to creditor Receive completed retention of title claim form Maintain retention of title file Meeting claimant on site to identify goods Adjudicate retention of title claim Forward correspondence to claimant notifying outcome of

adjudication

Secured creditor reporting

Responding to secured creditor’s queries



Dealing with proofs of debt

Receipting and filing POD’s when not related to a dividend Corresponding with OSR and ATO regarding POD’s when not

related to a dividend



Preparation and lodgement of minutes of meetings with ASIC Respond to stakeholder queries and questions immediately

following meeting

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Employees

$218,402

Employee enquiries

Receive and follow up employee enquiries via telephone Preparation of letters to employees advising of their entitlements

and options available

GEERS Correspondence with GEERS

Calculation of entitlements

Calculating employee entitlements Reviewing employee files and company’s books and records Reconciling superannuation accounts Reviewing awards Liaising with solicitors regarding entitlements

Workers compensation claims

Review insurance policies Correspondence with previous brokers

Payroll Review and process payroll payments

Other employee issues Correspondence with Child Support

Correspondence with Centrelink

Trade On / Shutdown

$190,946

Trade On Management Liaising with suppliers Liaising with management and staff Attendance on site Preparing and authorising receipt vouchers Preparing and authorising payment vouchers Liaising with superannuation funds regarding contributions,

termination of employees employment Liaising with OSR regarding payroll tax issues

Processing receipts and payments

Entering receipt and payments into accounting system

Budgeting & financial reporting

Preparing budgets Preparing weekly financial reports


$252,731










Bank account administration

Preparing correspondence opening and closing accounts Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers






Books and records / storage

Arranging storage of books and records

Total $1,681,242.50


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(ex

GST)

$/Hour Hours $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $ Hrs $

Peter Gothard Partner 650 140.8 91,520.00 50.8 33,020.00 0.0 0.00 30.3 19,695.00 1.0 650.00 0.0 0.00 2.0 1,300.00 3.3 2,145.00 87.4 56,810.00 31.0 20,150.00 6.0 3,900.00 9.0 5,850.00 7.4 4,810.00

Jim Sarantinos Partner 650 239.4 155,610.00 41.6 27,040.00 0.0 0.00 2.5 1,625.00 0.0 0.00 0.2 130.00 0.2 130.00 3.5 2,275.00 48.0 31,200.00 49.9 32,435.00 9.1 5,915.00 4.0 2,600.00 128.4 83,460.00

Tim Michael Partner 650 284.9 185,185.00 37.5 24,375.00 0.0 0.00 58.7 38,155.00 1.7 1,105.00 0.0 0.00 22.7 14,755.00 1.7 1,105.00 122.3 79,495.00 49.2 31,980.00 35.6 23,140.00 29.9 19,435.00 47.9 31,135.00

Will Colwell Partner 650 5.5 3,575.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.5 325.00 5.0 3,250.00

Morgan Kelly Partner 650 2.5 1,625.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 2.5 1,625.00 0.0 0.00 0.0 0.00 0.0 0.00

James Dampney Director 575 302.7 174,052.50 12.9 7,417.50 0.0 0.00 0.7 402.50 0.0 0.00 0.0 0.00 198.7 114,252.50 0.2 115.00 212.5 122,187.50 37.5 21,562.50 17.6 10,120.00 26.4 15,180.00 8.7 5,002.50

Janine Cole Director 575 10.6 6,095.00 0.0 0.00 0.0 0.00 0.5 287.50 0.0 0.00 0.3 172.50 0.0 0.00 0.5 287.50 1.3 747.50 0.0 0.00 3.5 2,012.50 0.0 0.00 5.8 3,335.00

Michael Khoury Director 575 18.5 10,637.50 0.0 0.00 18.5 10,637.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 18.5 10,637.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Michael Richter Director 575 28.0 16,100.00 0.0 0.00 0.0 0.00 0.5 287.50 5.0 2,875.00 7.7 4,427.50 1.5 862.50 0.6 345.00 15.3 8,797.50 0.7 402.50 6.2 3,565.00 2.0 1,150.00 3.8 2,185.00

Sallyanne Pitt Director 575 0.2 115.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 115.00

Joseph Hansell Director 575 1.9 1,092.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.1 632.50 1.1 632.50 0.0 0.00 0.0 0.00 0.0 0.00 0.8 460.00

Michael Cave Director 575 4.5 2,587.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 4.5 2,587.50

Bradley Grimshaw Senior Manager 515 11.6 5,974.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 11.6 5,974.00 0.0 0.00

Ian Jordan Senior Manager 515 265.6 136,784.00 29.3 15,089.50 0.0 0.00 0.0 0.00 29.2 15,038.00 1.0 515.00 48.4 24,926.00 7.5 3,862.50 115.4 59,431.00 81.6 42,024.00 7.0 3,605.00 32.2 16,583.00 29.4 15,141.00

Mark Waller Manager 435 252.3 109,750.50 0.0 0.00 0.0 0.00 0.0 0.00 5.8 2,523.00 0.0 0.00 13.3 5,785.50 0.0 0.00 19.1 8,308.50 218.0 94,830.00 4.0 1,740.00 0.0 0.00 11.2 4,872.00

Anmol Saini Manager 435 237.2 103,182.00 7.3 3,175.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 7.3 3,175.50 3.3 1,435.50 182.8 79,518.00 39.8 17,313.00 4.0 1,740.00

Emma O'Leary Manager 435 22.5 9,787.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 10.5 4,567.50 0.0 0.00 0.0 0.00 12.0 5,220.00

Fred Fernandez Manager 435 65.0 28,275.00 0.0 0.00 30.6 13,311.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 30.6 13,311.00 0.0 0.00 0.0 0.00 0.0 0.00 34.4 14,964.00

Rhett Grasso Manager 435 370.8 161,298.00 21.5 9,352.50 0.3 130.50 41.1 17,878.50 5.0 2,175.00 8.1 3,523.50 69.6 30,276.00 42.1 18,313.50 187.7 81,649.50 43.9 19,096.50 30.2 13,137.00 68.8 29,928.00 40.2 17,487.00

Christopher Hawken Assistant Manager 370 123.9 45,843.00 8.4 3,108.00 0.0 0.00 94.2 34,854.00 0.0 0.00 0.0 0.00 2.0 740.00 12.5 4,625.00 117.1 43,327.00 0.6 222.00 5.6 2,072.00 0.0 0.00 0.6 222.00

Adam Deane Assistant Manager 370 24.1 8,917.00 0.0 0.00 0.0 0.00 0.2 74.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 74.00 23.4 8,658.00 0.0 0.00 0.0 0.00 0.5 185.00

Ben Kot Assistant Manager 370 0.3 111.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 111.00 0.0 0.00 0.0 0.00

David Yang Assistant Manager 370 1.3 481.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.3 481.00 0.0 0.00 0.0 0.00

Amy Zemancheff Senior Analyst 325 299.4 97,305.00 70.3 22,847.50 0.0 0.00 10.8 3,510.00 0.6 195.00 1.2 390.00 0.1 32.50 2.2 715.00 85.2 27,690.00 5.5 1,787.50 159.0 51,675.00 33.5 10,887.50 16.2 5,265.00

Ian Sutherland Senior Analyst 325 21.8 7,085.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 97.50 0.0 0.00 0.0 0.00 21.5 6,987.50

Kai Chng Senior Analyst 325 164.0 53,300.00 2.1 682.50 0.0 0.00 0.0 0.00 0.8 260.00 7.5 2,437.50 24.8 8,060.00 22.5 7,312.50 57.7 18,752.50 73.5 23,887.50 5.0 1,625.00 14.1 4,582.50 13.7 4,452.50

Liam Creedon Senior Analyst 325 6.9 2,242.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.3 422.50 1.3 422.50 0.0 0.00 4.1 1,332.50 0.0 0.00 1.5 487.50

Billy Priest Analyst 290 101.3 29,377.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 12.7 3,683.00 7.5 2,175.00 20.2 5,858.00 19.8 5,742.00 0.1 29.00 28.8 8,352.00 32.4 9,396.00

David Silvestre Analyst 290 0.4 116.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.4 116.00 0.0 0.00 0.0 0.00

Jacob Caris Analyst 290 63.2 18,328.00 0.0 0.00 0.0 0.00 9.3 2,697.00 6.6 1,914.00 14.5 4,205.00 0.0 0.00 0.0 0.00 30.4 8,816.00 5.6 1,624.00 1.5 435.00 17.2 4,988.00 8.5 2,465.00

Jacob Grant Analyst 290 47.9 13,891.00 0.0 0.00 0.0 0.00 9.1 2,639.00 0.0 0.00 3.8 1,102.00 0.0 0.00 24.5 7,105.00 37.4 10,846.00 0.4 116.00 6.5 1,885.00 0.4 116.00 3.2 928.00

Jonathan El Badoui Analyst 290 1.5 435.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.5 435.00 0.0 0.00 0.0 0.00 0.0 0.00

Margaret O'Shea Analyst 290 116.7 33,843.00 5.5 1,595.00 0.0 0.00 0.0 0.00 0.0 0.00 3.2 928.00 10.1 2,929.00 25.0 7,250.00 43.8 12,702.00 9.4 2,726.00 23.6 6,844.00 17.9 5,191.00 22.0 6,380.00

Michael Petkovic Analyst 290 0.9 -339.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 -600.00 0.0 0.00 0.0 0.00 0.9 261.00

Nazanin Borhan Analyst 290 78.3 22,707.00 0.0 0.00 72.1 20,909.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 72.1 20,909.00 0.0 0.00 0.0 0.00 0.0 0.00 6.2 1,798.00

Zayd Kathrada Analyst 290 217.7 63,133.00 0.0 0.00 0.0 0.00 33.0 9,570.00 0.0 0.00 25.5 7,395.00 23.5 6,815.00 0.0 0.00 82.0 23,780.00 7.3 2,117.00 3.6 1,044.00 119.2 34,568.00 5.6 1,624.00

Lauren Fontana Analyst 290 5.7 1,653.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 5.7 1,653.00 0.0 0.00 0.0 0.00

Cassandra Ronaldson Accountant 260 1.4 364.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.2 312.00 0.0 0.00 0.0 0.00 0.2 52.00

Emmy Tran Accountant 260 104.4 27,144.00 0.3 78.00 0.0 0.00 1.5 390.00 0.0 0.00 0.0 0.00 3.3 858.00 0.0 0.00 5.1 1,326.00 92.5 24,050.00 0.3 78.00 1.6 416.00 4.9 1,274.00

Johan Taljaard Accountant 260 88.4 22,984.00 0.2 52.00 0.0 0.00 55.2 14,352.00 2.3 598.00 3.3 858.00 0.4 104.00 0.8 208.00 62.2 16,172.00 10.6 2,756.00 2.9 754.00 5.3 1,378.00 7.4 1,924.00

Liana Fasanella Accountant 260 2.2 572.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 2.2 572.00

Debra Lynch Senior Secretary 205 5.5 1,127.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 5.5 1,127.50

Joanne Nelson Senior Secretary 205 8.3 1,701.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 61.50 0.0 0.00 0.0 0.00 8.0 1,640.00

Lauren Mohar Senior Secretary 205 4.1 840.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 4.1 840.50

Angela Smart Clerk 175 3.2 560.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 3.0 525.00 0.0 0.00 0.0 0.00 0.2 35.00

Alexander Lowrey Junior Accountant 170 112.8 19,176.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.1 187.00 32.2 5,474.00 1.2 204.00 34.5 5,865.00 8.5 1,445.00 1.5 255.00 35.2 5,984.00 33.1 5,627.00

Douglas Moore Junior Accountant 170 8.6 1,462.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 8.0 1,360.00 0.0 0.00 0.6 102.00

Robert Beaumont Junior Accountant 170 1.0 170.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.0 170.00 0.0 0.00 0.0 0.00 0.0 0.00

Astra Delaguiado Computer Operator 145 23.3 3,378.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.0 145.00 22.3 3,233.50

Kay Moreton Office Assistant 110 0.8 88.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.8 88.00

3,903.80 1,681,242.50 287.7 147,833.00 121.5 44,988.00 347.6 146,417.00 58.0 27,333.00 77.4 26,271.00 465.5 220,983.00 158.0 59,098.00 1,515.7 672,923.00 792.5 346,240.50 531.4 218,402.00 498.4 190,946.00 565.8 252,731.00

/ Shutdown

Administration

Total Task Area

Assets Creditors Employees Trade On

/ InvestigationSale of Business as a Data Room Plant & Equipment Stock Specific Charges Debtors / Loan Other Assets Total

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Plant and equipment Liaising with Grays & interested parties

Sale and removal of assets

Assets

$50,000

Debtors Correspondence with debtors Reviewing and assessing debtors ledgers Review of debtor collections daily

Other assets Tasks associated with realising any residual assets


Liaising with owners/lessors Tasks associated with disclaiming remaining leases

Creditors

$60,000




Retention of Title Claims Maintain retention of title file Adjudicate retention of title claim Forward correspondence to claimant notifying outcome

of adjudication


Creditor reports/circulars Prepare and review report pursuant to section 439A of









Employees

$15,000

Employee enquiries

Receive and follow up employee enquiries via telephone

Preparation of letters to employees advising of their entitlements and options available


Calculation of entitlements Reviewing employee files and company’s books and records

Reconciling superannuation accounts Reviewing awards Liaising with solicitors regarding entitlements



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Trade On / Shutdown

$10,000

On-site Management Liaising with management and staff Attendance on site Liaising with superannuation funds regarding

contributions, termination of employees employment Liaising with OSR regarding payroll tax issues

Processing receipts and payments Entering receipt and payments into accounting system

Budgeting & financial reporting Preparing budgets

Preparing weekly financial reports

Administration / Investigation

$10,000

Conducting investigation Collection of company books and records Correspondence with ASIC to receive assistance in

obtaining books and records Reconstruction of financial statements Reviewing company’s books and records and Report






Insurance Correspondence with Open Cover regarding initial and ongoing insurance requirements

Bank account administration Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers

ASIC Form 524 and other forms Preparing and lodging ASIC forms

ATO & other statutory reporting Review of pre-appointment BAS’ Lodge BAS’



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Assets

$35,000

Plant and equipment Arrange final collections of assets

Assets subject to specific charges Correspondence with creditors

Debtors Correspondence with debtors

Reviewing and assessing debtors ledgers, collect final debtors

Stock Liaising with purchasers

Other assets Tasks associated with realising residual assets

Leasing Discussions with lease holders on terms

Creditors

$45,000




Retention of Title Claims Maintain retention of title file Meeting claimant on site to identify goods Adjudicate remaining retention of title claims Forward correspondence to claimant notifying outcome

of adjudication


Creditor reports/circulars Arrange mail-out








Employees

$60,000

Employee enquiries




Calculation of entitlements Review employee entitlements for GEERS distribution Review employee files and company’s books and

records Reconcile superannuation accounts Review awards Liaising with solicitors regarding entitlements


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$40,000

Conducting investigation Preparation of investigation file Lodgement of report with the ASIC pursuant to section

533 of the Act Preparation and lodgement of supplementary report if

required







ATO & other statutory reporting Lodge monthly BAS




Please note that the above is an estimate only. Final costs depend heavily upon the time and resources required to finalise the Company’s Liquidation. If costs exceed the estimate, I will advise creditors accordingly and seek further approval. A5 Remuneration approved and drawn to date Creditors have not yet approved the Administrators’ remuneration and no remuneration has been drawn to date. A6 Resolutions to be put to creditors at the meeting convened for 30 January 2013 At the meeting of creditors convened for 30 January 2013, creditors will be asked to consider the following resolutions: "That the remuneration of the Administrators, as set out in the Administrators’ remuneration report dated 17 January 2013 for the period 5 October 2012 to 31 December 2012 be fixed and paid in the sum of $1,681,242.50 plus any applicable GST.” “That the remuneration of the Administrators, as set out in the Administrators’ remuneration report dated 17 January 2013 for the period from 1 January 2013 to 30 January 2013 to be fixed and paid to a maximum amount of $145,000.00 plus any applicable GST." "That the remuneration of the Liquidators, as set out in the Administrators’ remuneration report dated 17 January 2013 for the period from 30 January 2013 to the conclusion of the liquidation be approved up to the sum of $180,000.00 plus any applicable GST but subject to upward revision by resolution of creditors, and that the Liquidators be authorised to make periodic payments on account of such accruing remuneration."

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PART B B1 Administrators’ Disbursements Disbursements are divided into three types D1, D2 and D3. D1 Disbursements are all externally provided professional services and are recovered at cost. An





(Excluding GST)

Postage At cost

Telephone At cost



File Set Up At cost




Couriers At cost


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B2 Summary of Receipts and Payments for the period 5 October 2012 to 31 December 2012

Account Total $

Receipts

Accounts receivable (pre-appointment) 10,595,077

Asset realisation: plant & equipment 6,975,306

Asset realisation: stock/inventory 2,040,461

Asset realisation: work In progress 500,000

Cash at bank on appointment 127,366

Income: interest 18,921

Income: other 55,937

Income: sales 1,704,092

Suspense Account 2,650,401

Total Receipts 24,667,562

Payments

Asset realisation: commission/outgoings (110,559)

Bank charges (343)

Gross payroll (excl PAYG) (657,644)

Hire and leasing (48,046)

Insurance (92,834)

IT expenses (23,746)

Legal fees (1,386)

Loans: related (appointed) entities: RPG (SA) Pty Limited (22,915)

Other expenses (6,563)

Payment of necessity: Caval Ridge (457,511)

Payment of necessity: Hay Point (15,759)

Payment of necessity: various (98,744)

Property outgoings (4,232)

Rental expense - Dalby (123,333)

Rental expense - Richland (256,222)

Rental expense - Wacol (37,897)

Repairs and maintainance (3,281)

Retention of title payments (1,563,172)

Security expenses (47,811)

Stamp duty (6,432)

Travel expenses (14,150)

Utilities (6,726)

Vehicle expenses (765)

WH&S expenses (7,150)

Total Payments (3,607,220)

Total Net Receipts/(Payments) 21,060,342

RP Group Administration Pty Limited (Administrators Appointed)

Receipts and Payments for the period 5 October 2012 to 31 December 2012

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Annexure A

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Section 449E

RPG (SA) PTY LIMITED ACN 122 181 122 (ADMINISTRATORS APPOINTED) (“THE COMPANY”)

REMUNERATION REPORT






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PART A A1 SCHEDULE OF HOURLY RATES & GENERAL GUIDE TO STAFF EXPERIENCE Brisbane/Sydney office


Partner 650 The Partner/Appointee is a registered liquidator and member of the ICAA and, generally, the IPA, bringing specialist skills to the administration or insolvency task. For specific experience and other details of the appointee/s, please visit our website at www.ferrierhodgson.com




Assistant Manager





Junior Accountant



Computer Operator





Notes:






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Adelaide office


Partner/Appointee 485-500 The Partner/Appointee is a registered liquidator and member of the ICAA and IPA bringing specialist skills to the administration or insolvency task. For specific experience and other details of the appointee/s, please visit our website at www.ferrierhodgson.com

Director 425-450 Generally, 8-10 years experience at least 2 years of which is to be at Manager level. University degree; member of the ICAA and IPA with deep knowledge and lengthy experience in relevant insolvency legislation and issues.

Senior Manager 400 Generally, more than 7 years experience with at least 2 years as a Manager. University degree; member of the ICAA and IPA; very strong knowledge of relevant insolvency legislation and issues.

Manager 350 Generally, 6-8 years chartered accounting or insolvency management experience. University degree; member of the ICAA and IPA; sound knowledge of relevant insolvency legislation and issues.

Assistant Manager

290-325 Generally, 4-6 years chartered accounting or insolvency management experience. University degree; Member of the ICAA and completed (or near completion) the Insolvency Education Program. Good knowledge of relevant insolvency legislation and issues. Able to manage multiple modules on appointments.

Senior Analyst 250 Generally, 3-4 years chartered accounting or insolvency management experience. University degree; completing the ICAA’s CA program. Good knowledge of insolvency legislation and issues.

Analyst 220 Generally, 2-3 years chartered accounting or insolvency management experience. University degree; undertaking the ICAA’s CA program. Good knowledge of basic insolvency legislation and issues.

Accountant 175-190 0-2 years experience. Has completed or substantially completed a degree in finance/accounting. Under supervision, takes direction from senior staff in completing administrative tasks.

Computer 165 Appropriate skills including machine usage.

Word Processor 150 Appropriate skills including machine usage.

Clerk 100-130 Non-qualified person but has completed schooling. Classification depends upon experience, salary, whether undertaking a degree and complexity of work undertaken.

Notes:






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Assets

$101,187

Plant and equipment Liaising with valuers, Grays and interested parties Reviewing asset listings Issues surrounding auctions

Assets subject to specific charges

All tasks associated with realising a charged asset

Debtors Correspondence with debtors Reviewing and assessing debtors ledgers Review of debtor collections daily Negotiate with customers and unbilled contract works

Stock Arrange stock takes Assessing stock systems Reviewing stock values Liaising with purchasers

Other assets Tasks associated with realising other assets, incl. WIP


Liaising with owners/lessors Tasks associated with disclaiming leases

Creditors

$83,006




Retention of Title Claims Receive initial notification of creditor’s intention to claim Provision of retention of title claim form to creditor Receive completed retention of title claim form Maintain retention of title file Meeting claimant on site to identify goods Adjudicate retention of title claim Forward correspondence to claimant notifying outcome of

adjudication




Dealing with proofs of debt

Receipting and filing POD’s when not related to a dividend Corresponding with OSR and ATO regarding POD’s when not

related to a dividend



Preparation and lodgement of minutes of meetings with ASIC Respond to stakeholder queries and questions immediately

following meeting

Employees

$49,654

Employee enquiries

Receive and follow up employee enquiries via telephone Preparation of letters to employees advising of their

entitlements and options available


Calculation of entitlements

Calculating employee entitlements Reviewing employee files and company’s books and records Reconciling superannuation accounts

::Rollpress 7246

Reviewing awards Liaising with solicitors regarding entitlements

Workers compensation claims

Review insurance policies Correspondence with previous brokers

Payroll Review and process payroll payments



Trade On / Shutdown

$15,495

Trade On Management Liaising with suppliers Liaising with management and staff Attendance on site Preparing and authorising receipt vouchers Preparing and authorising payment vouchers Liaising with superannuation funds regarding contributions,

termination of employees employment Liaising with OSR regarding payroll tax issues

Processing receipts and payments

Entering receipt and payments into accounting system

Budgeting & financial reporting

Preparing budgets Preparing weekly financial reports


$72,796










Bank account administration

Preparing correspondence opening and closing accounts Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers






Books and records / storage

Arranging storage of books and records

Total $321,637


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(ex GST)

$/Hour Hours $ Hours $ Hours $ Hours $ Hours $ Hours $ Hours $ Hours $ Hours $ Hours $ Hours $ Hours $

Peter Gothard Partner 650.00 4.7 3,055.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.5 325.00 0.5 325.00 1.3 845.00 0.2 130.00 0.0 0.00 2.7 1,755.00

Jim Sarantinos Partner 650.00 32.1 20,865.00 6.3 4,095.00 6.6 4,290.00 0.0 0.00 0.0 0.00 0.5 325.00 0.9 585.00 14.3 9,295.00 13.0 8,450.00 0.5 325.00 2.0 1,300.00 2.3 1,495.00

Morgan Kelly Partner 650.00 0.6 390.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 195.00 0.0 0.00 0.3 195.00 0.0 0.00

Tim Michael Partner 650.00 10.5 6,825.00 0.0 0.00 0.1 65.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.1 65.00 8.1 5,265.00 2.3 1,495.00 0.0 0.00 0.0 0.00

James Dampney Director 575.00 1.7 977.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.2 690.00 0.0 0.00 1.2 690.00 0.0 0.00 0.0 0.00 0.5 287.50 0.0 0.00

Phil Quinlan Director 575.00 111.9 64,342.50 0.5 287.50 1.5 862.50 2.0 1,150.00 15.3 8,797.50 0.5 287.50 37.3 21,447.50 57.1 32,832.50 18.7 10,752.50 8.4 4,830.00 1.1 632.50 26.6 15,295.00

Bradley Grimshaw Senior Manager 515.00 5.3 2,729.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 3.4 1,751.00 1.9 978.50

Anmol Saini Manager 435.00 36.5 15,877.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.6 261.00 26.2 11,397.00 8.8 3,828.00 0.9 391.50

Emma O'Leary Manager 435.00 20.8 9,048.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 13.0 5,655.00 0.0 0.00 0.0 0.00 7.8 3,393.00

Mark Waller Manager 435.00 35.4 15,399.00 0.0 0.00 0.8 348.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.8 348.00 34.4 14,964.00 0.0 0.00 0.0 0.00 0.2 87.00

Rhett Grasso Manager 435.00 5.8 2,523.00 0.0 0.00 1.0 435.00 0.0 0.00 0.3 130.50 0.2 87.00 0.6 261.00 2.1 913.50 3.0 1,305.00 0.7 304.50 0.0 0.00 0.0 0.00

Adam Deane Assistant Manager 370.00 2.4 888.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 2.3 851.00 0.0 0.00 0.0 0.00 0.1 37.00

Amy Zemancheff Senior Analyst 325.00 45.1 14,657.50 0.8 260.00 0.5 162.50 0.0 0.00 1.2 390.00 0.0 0.00 0.1 32.50 2.6 845.00 0.4 130.00 28.8 9,360.00 7.8 2,535.00 5.5 1,787.50

Chris McNeill Senior Analyst 325.00 72.9 23,692.50 11.4 3,705.00 0.0 0.00 0.0 0.00 0.5 162.50 3.5 1,137.50 14.0 4,550.00 29.4 9,555.00 0.3 97.50 19.4 6,305.00 4.8 1,560.00 19.0 6,175.00

David Kim Senior Analyst 325.00 2.0 650.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 2.0 650.00 0.0 0.00 0.0 0.00 0.0 0.00

Ian Sutherland Senior Analyst 325.00 6.7 2,177.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.1 32.50 0.0 0.00 0.0 0.00 6.6 2,145.00

Kai Chng Assistant Manager 325.00 18.6 6,045.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 18.6 6,045.00 0.0 0.00 0.0 0.00 0.0 0.00

Michael Christiansen Senior Analyst 325.00 0.3 97.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 97.50

John Marsden Assistant Manager 325.00 89.3 29,022.50 0.8 260.00 30.8 10,010.00 20.9 6,792.50 0.0 0.00 0.6 195.00 0.1 32.50 53.2 17,290.00 11.5 3,737.50 10.8 3,510.00 0.0 0.00 13.8 4,485.00

Billy Priest Analyst 290.00 16.2 4,698.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 87.00 0.6 174.00 0.9 261.00 5.2 1,508.00 0.0 0.00 3.3 957.00 6.8 1,972.00

Emily Meller Analyst 290.00 14.9 4,321.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.5 145.00 0.0 0.00 14.4 4,176.00

Jonathan El Badoui Analyst 290.00 0.8 232.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.8 232.00 0.0 0.00 0.0 0.00 0.0 0.00

Margaret O'Shea Analyst 290.00 20.5 5,945.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 58.00 0.4 116.00 4.2 1,218.00 4.8 1,392.00 4.3 1,247.00 2.2 638.00 3.3 957.00 5.9 1,711.00

Michael Petkovic Analyst 290.00 37.5 10,875.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 37.5 10,875.00

Nazanin Borhan Analyst 290.00 4.0 1,160.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 4.0 1,160.00

Zayd Kathrada Analyst 290.00 0.1 29.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.1 29.00 0.0 0.00 0.0 0.00 0.0 0.00

Cassandra Ronaldson Accountant 260.00 1.4 364.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.3 338.00 0.0 0.00 0.0 0.00 0.1 26.00

Emmy Tran Accountant 260.00 25.3 6,578.00 0.1 26.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.1 26.00 24.2 6,292.00 0.0 0.00 0.4 104.00 0.6 156.00

Johan Taljaard Accountant 260.00 3.4 884.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 3.4 884.00 0.0 0.00 0.0 0.00 0.0 0.00

Liana Fasanella Accountant 260.00 0.2 52.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 52.00

Tara Martin Senior Analyst 250.00 239.3 59,825.00 2.5 625.00 46.9 11,712.50 0.0 0.00 3.5 875.00 26.9 6,712.50 29.1 7,275.00 108.8 27,200.00 44.0 10,987.50 39.4 9,837.50 5.6 1,387.50 41.7 10,412.50

Daniel Capps Senior Analyst 250.00 0.3 75.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 75.00

Lauren Mohar Senior Secretary 205.00 0.9 184.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.9 184.50

Joanne Nelson Senior Secretary 205.00 1.0 205.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.0 205.00

Tim Asimos Accountant 190.00 14.1 2,679.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 9.1 1,729.00 0.0 0.00 0.0 0.00 5.0 950.00

Angela Smart Clerk 175.00 2.8 490.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 2.6 455.00 0.0 0.00 0.0 0.00 0.2 35.00

Alexander Lowrey Junior Accountant 170.00 9.4 1,598.00 0.0 0.00 0.0 0.00 0.0 0.00 0.4 68.00 0.0 0.00 0.4 68.00 0.8 136.00 0.4 68.00 1.0 170.00 0.0 0.00 7.2 1,224.00

Douglas Moore Junior Accountant 170.00 7.8 1,326.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 7.1 1,207.00 0.0 0.00 0.7 119.00

Elizabeth Drake Accounts Analyst 165.00 0.2 33.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 33.00

Astra Delaguiado Computer Operator 145.00 4.4 638.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 4.4 638.00

John Calabrese Junior Accountant 130.00 0.1 13.00 0.0 0.00 0.1 13.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.1 13.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Bec Webb Clerk 100.00 1.7 170.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.7 170.00

908.9 321,637.00 22.4 9,258.50 88.3 27,898.50 22.9 7,942.50 21.4 10,481.50 34.1 9,637.50 87.8 35,968.50 276.8 101,187.00 223.0 83,005.50 147.5 49,654.00 41.3 15,494.50 220.5 72,296.00

Total Task Area

Assets Creditors Employees Trade On Administration

Other Assets Total

/ Shutdown / InvestigationSale of

Business as a

Going Concern

Plant &

Equipment Stock Specific Charges

Debtors / Loan

Accounts

Annexure A

::Rollpress 7246



Plant and equipment Liaising with Grays & interested parties

Sale and removal of assets

Assets

$5,000

Debtors Correspondence with debtors Reviewing and assessing debtors ledgers Review of debtor collections daily

Other assets Tasks associated with realising any residual assets


Liaising with owners/lessors Tasks associated with disclaiming remaining leases

Creditors

$10,000




Retention of Title Claims Maintain retention of title file Adjudicate retention of title claim Forward correspondence to claimant notifying outcome

of adjudication


Creditor reports/circulars Prepare and review report pursuant to section 439A of









Employees

$5,000

Employee enquiries




Calculation of entitlements Reviewing employee files and company’s books and records

Reconciling superannuation accounts Reviewing awards Liaising with solicitors regarding entitlements



::Rollpress 7246

Trade On / Shutdown

$1,000

On-site Management Liaising with management and staff Attendance on site Liaising with superannuation funds regarding

contributions, termination of employees employment Liaising with OSR regarding payroll tax issues


Budgeting & financial reporting Preparing budgets

Preparing weekly financial reports


$1,000

Conducting investigation Collection of company books and records Correspondence with ASIC to receive assistance in

obtaining books and records Reconstruction of financial statements Reviewing company’s books and records and Report






Insurance Correspondence with Open Cover regarding initial and ongoing insurance requirements

Bank account administration Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers

ASIC Form 524 and other forms Preparing and lodging ASIC forms

ATO & other statutory reporting Review of pre-appointment BAS’ Lodge BAS’



::Rollpress 7246



Plant and equipment Arrange final collections of assets

Assets Assets subject to specific charges Correspondence with creditors

$15,000

Debtors Correspondence with debtors Reviewing and assessing debtors ledgers, collect final

debtors

Stock Liaising with purchasers

Other assets Tasks associated with realising residual assets

Leasing Discussions with lease holders on terms

Creditors

$20,000




Retention of Title Claims Maintain retention of title file Meeting claimant on site to identify goods Adjudicate remaining retention of title claims Forward correspondence to claimant notifying outcome

of adjudication


Creditor reports/circulars Arrange mail-out








Employees

$25,000

Employee enquiries




Calculation of entitlements Review employee entitlements for GEERS distribution Review employee files and company’s books and

records Reconcile superannuation accounts Review awards Liaising with solicitors regarding entitlements



::Rollpress 7246


$15,000


Conducting investigation Preparation of investigation file Lodgement of report with the ASIC pursuant to section

533 of the Act Preparation and lodgement of supplementary report if

required







ATO & other statutory reporting Lodge monthly BAS





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(Excluding GST)

Postage At cost

Telephone At cost



File Set Up At cost




Couriers At cost


::Rollpress 7246


Account Total $

Receipts

Accounts receivable (pre-appointment) 361,771

Income: other 40,787

Income: scrap metal 72,182

Income: sales 595,654

Loans: related (appointed) entities: RPG (SA) Pty Limited 22,915

Total Receipts 1,093,308

Payments

Gross payroll (excl PAYG) (79,291)

Rent and outgoings (201,800)

GST paid (49,833)

Hiring and leasing (800)

Bank charges (686)

Travel expenses (2,899)

Utilities (13,654)

Total Payments (348,962)

Total Net Receipts/(Payments) 744,346

RPG (SA) Pty Limited (Administrators Appointed)

Receipts and Payments for the period 5 October 2012 to 31 December 2012




Annexure A

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Section 449E

RPG PIPE PTY LIMITED (ADMINISTRATORS APPOINTED) ACN 126 459 961 (“THE COMPANY”)

REMUNERATION REPORT






::Rollpress 7246








Assistant Manager





Junior Accountant



Computer Operator





Notes:






::Rollpress 7246




Assets $2,088


realisations

Creditors $10,409














Employees $493

Employee enquiries


Trade On $52



$9,215











::Rollpress 7246

accounts Requesting bank statements Bank account reconciliations Correspondence with bank regarding specific transfers






Total $22,256.00


::Rollpress 7246


(ex GST)




Emma O'Leary Manager 435 17.5 7,612.50 0.0 0.00 7.0 3,045.00 0.0 0.00 0.0 0.00 0.0 0.00 10.5 4,567.50

Christopher Hawken Assistant Manager 370 2.0 740.00 0.0 0.00 2.0 740.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Adam Deane Assistant Manager 370 4.9 1,813.00 0.0 0.00 4.7 1,739.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 74.00


Margaret O'Shea Analyst 290 16.0 4,640.00 5.9 1,711.00 2.6 754.00 1.7 493.00 0.0 0.00 0.0 0.00 5.8 1,682.00

Emmy Tran Accountant 260 12.9 3,354.00 0.3 78.00 10.8 2,808.00 0.0 0.00 0.2 52.00 1.3 338.00 0.3 78.00

Alexander Lowrey Junior 170 7.8 1,326.00 0.8 136.00 0.0 0.00 0.0 0.00 0.0 0.00 0.5 85.00 6.5 1,105.00

Douglas Moore Clerk 170 0.7 119.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.7 119.00

Astra Delaguiado Computer Operator 145 0.2 29.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 29.00

67.20 22,256.00 7.30 2,087.50 29.50 10,408.50 1.70 493.00 0.20 52.00 1.80 423.00 26.70 8,792.00

/ Shutdown

Administration

Total Task Area


::Rollpress 7246



Creditors $5,000














$5,000

















::Rollpress 7246



Creditors $10,000















$10,000













::Rollpress 7246







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(Excluding GST)

Postage At cost

Telephone At cost



File Set Up At cost




Couriers At cost


B2 Summary of Receipts and Payments for the period 5 October 2012 to 31 December 2012 There were no receipts and payments for the period 22 October 2012 to 31 December 2012.

::Rollpress 7246




Annexure A

::Rollpress 7246


Section 449E

RP AUS ADMINISTRATION PTY LIMITED (ADMINISTRATORS APPOINTED), FORMALLY KNOWN AS RPG AUSTRALIA PTY LIMITED

ACN 119 261 344 (“THE COMPANY”)

REMUNERATION REPORT






::Rollpress 7246








Assistant Manager





Junior Accountant



Computer Operator





Notes:






::Rollpress 7246




Assets $488


realisations

Creditors $5,638














Employees $145

Employee enquiries


Trade On $910



$8,262











accounts

::Rollpress 7246







Total $15,442.70


::Rollpress 7246


(ex GST)



Tim Michael Partner 650 3.6 2,340.00 0.0 0.00 2.2 1,430.00 0.0 0.00 0.0 0.00 1.4 910.00 0.0 0.00

Morgan Kelly Partner 650 0.3 195.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.3 195.00


Adam Deane Assistant Manager 370 0.7 259.00 0.0 0.00 0.7 259.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Ian Sutherland Senior Analyst 325 0.4 130.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.4 130.00


Billy Priest Analyst 290 8.3 2,407.00 0.0 0.00 3.5 1,015.00 0.0 0.00 0.0 0.00 0.3 87.00 4.5 1,305.00

Zayd Kathrada Analyst 290 0.1 29.00 0.0 0.00 0.1 29.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00

Margaret O'Shea Analyst 290 10.0 2,900.00 0.0 0.00 2.3 667.00 0.5 145.00 0.0 0.00 0.0 0.00 7.2 2,088.00

Lauren Fontana Analyst 291 0.2 58.20 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 58.20

Emmy Tran Accountant 260 6.5 1,516.00 0.0 0.00 5.2 1,178.00 0.0 0.00 0.0 0.00 0.4 104.00 0.9 234.00

Joanne Nelson Senior Secretary 205 0.9 184.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.9 184.50

Lauren Mohar Senior Secretary 205 0.2 41.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.2 41.00

Angela Smart Clerk 175 0.1 17.50 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.1 17.50

Alexander Lowrey Junior Accountant 170 9.3 1,581.00 0.0 0.00 0.5 85.00 0.0 0.00 0.0 0.00 0.0 0.00 8.8 1,496.00

Kay Moreton Office Assistant 110 1.6 176.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 0.0 0.00 1.6 176.00

49.4 15,442.70 0.8 487.50 16.0 5,638.00 0.5 145.00 2.8 910.00 2.1 1,101.00 27.2 7,161.20

/ Shutdown

Administration

Total Task Area


::Rollpress 7246



Creditors $5,000














$5,000

















::Rollpress 7246



Creditors $10,000















$10,000













::Rollpress 7246







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(Excluding GST)

Postage At cost

Telephone At cost



File Set Up At cost




Couriers At cost



There were no receipts and payments for the period 22 October 2012 to 31 December 2012.

::Rollpress 7246




Annexure B

Incorporation dates, registered office and principal place of business

The incorporation date and registered office of the entities within the Group are as follows:

Entity

Incorporation Date

RPG Holdings 18 June 2007

Rollpress 6 September 1990

RPG SA 13 October 2006

RPG Pipe 10 July 2007

RPG Australia 13 April 2006

Entity Registered Office Principal Place of

Business

RPG Holdings, Rollpress, RPG SA,

RPG Pipe and RPG Australia

36 Industrial Avenue,

Wacol QLD 4076

36 Industrial Avenue,

Wacol QLD 4076

Please note that the entities also operated from the following leasehold premises:

Entity Premises

Rollpress 18082 Warrego Highway, Dalby QLD 4405

145 Archerfield Road, Richlands QLD 4077

RPG SA 320 Church Hill Road, Kilburn SA 5084

Group officers

The current officers of the entities within the Group are:

Entity

Director Name Role Appointment Date

RPG Holdings Patrick Francis Elliott Director 18 June 2007

RPG Holdings Andrew Alexander Lockhart Director 18 June 2007

RPG Holdings Barry Gordon Cox Director 21 June 2007

RPG Holdings Mark John McSweeney Director 21 June 2007

RPG Holdings Michael John Lewis Director 30 June 2008

RPG Holdings Stephen John Dixon Director 1 August 2007

RPG Holdings John Stuart Edwards Secretary 14 January 2008

Rollpress Barry Gordon Cox Director 31 October 2002

Rollpress Mark John McSweeney Director 31 October 2002

Rollpress Patrick Francis Elliott Director 21 June 2007

Rollpress Michael John Lewis Director 17 December 2008

Rollpress John Stuart Edwards Secretary 12 February 2010

RPG SA Mark John McSweeney Director 13 October 2006

RPG SA Barry Gordon Cox Director 13 October 2006

RPG SA Patrick Francis Elliott Director 21 June 2007

RPG SA Michael John Lewis Director 13 February 2009

RPG SA Mark John McSweeney Secretary 13 October 2006

RPG SA John Stuart Edwards Secretary 12 February 2010

Annexure B

RPG Pipe Patrick Francis Elliott Director 10 July 2007

RPG Pipe Mark John McSweeney Director 10 July 2007

RPG Pipe Barry Gordon Cox Director 7 February 2008

RPG Pipe Michael John Lewis Director 13 February 2009

RPG Pipe Patrick Francis Elliott Secretary 10 July 2007

RPG Pipe John Stuart Edwards Secretary 12 February 2010

RPG Australia Mark John McSweeney Director 13 April 2006

RPG Australia Barry Gordon Cox Director 13 April 2006

RPG Australia Patrick Francis Elliott Director 21 June 2007

RPG Australia Andrew Alexander Lockhart Director 21 June 2007

RPG Australia Stephen John Dixon Director 28 October 2008

RPG Australia Michael John Lewis Director 13 February 2009

RPG Australia Mark John McSweeney Secretary 13 April 2006

RPG Australia John Stuart Edwards Secretary 12 February 2010

The officers of the entities within the Group have not changed over the past 12 months.

A search of the National Personal Insolvency Index maintained by the Insolvency Trustee

Service Australia, shows that no Group director is bankrupt or subject to a Personal

Insolvency Agreement under Part X of the Bankruptcy Act 1966.

Shareholders

The ASIC database discloses the Company’s shareholders to be:

Entity Shareholder Class Number of

Shares Paid

RPG Holdings Samgabi Investments Pty Limited ORD 478,358 Yes

RPG Holdings Peter Howard Matthews & Robin Wiseman ORD 1,200,000 Yes

RPG Holdings Stephen John Dixon & Janet Margaret Dixon ORD 613,079 Yes

RPG Holdings Matthew Colin Stewart ORD 900,000 Yes

RPG Holdings Elizabeth Cox ORD 6,130,787 Yes

RPG Holdings Accounts R Us Pty Limited ORD 1,973,957 Yes

RPG Holdings Next Capital Pty Limited ORD 54,439,841 Yes

RPG Australia RPG Holdings Pty Limited ORD 8,631,451 Yes

Rollpress RPG Australia Pty Limited ORD 2,057,143 Yes

RPG SA RPG Australia Pty Limited ORD 1 Yes

RPG Pipe RPG Australia Pty Limited ORD 10 Yes

Annexure B

Committee of Creditors

The Committee of Creditors comprise of the following members for each of the entities:

Entity Company / Relationship with the

Group Representative

RPG Holdings Areva Solar KCP Pty Limited David McKay

RPG Holdings Commonwealth Bank of Australia Nicole Chen or Robyn Clifton-

Bligh

RPG Holdings CBA Corporate Services (NSW) Pty

Limited

Robert Casey

Rollpress Akzo Nobel Pty Limited Brian Kay Rollpress Areva Solar KCP Pty Limited David McKay Rollpress BlueScope Steel (Aus) Pty Limited Steve Weine Rollpress CBA Corporate Services (NSW) Pty

Limited

Robert Casey

Rollpress Commonwealth Bank of Australia Nicole Chen or Robyn Clifton-

Bligh

Rollpress RPG Employee Representative Peter Chayter Rollpress MLA Holdings Pty Limited Tim Ingles Rollpress Onesteel Trading Pty Limited Graeme Hart Rollpress West Coast Industrial Supplies Pty

Limited

Tara Singh

RPG SA Commonwealth Bank of Australia Nicole Chen RPG SA CBA Corporate Services (NSW) Pty

Limited

Robert Casey

RPG SA RPG SA Employee Representative Gareth Hose RPG SA BlueScope Steel Pty Limited Monica Maloney RPG SA RPG SA Employee Representative Doreen Rawcliffe RPG Pipe Areva Solar KCP Pty Limited David McKay RPG Pipe CBA Corporate Services (NSW) Pty

Limited

Nicole Chen or Robyn Clifton-

Bligh

or Robert Casey RPG Pipe Chelvale Pty Limited Ronald Hamer

RPG Australia CBA Corporate Services (NSW) Pty

Limited

Nicole Chen or Gary Armsworth

or Robert Casey

RPG Australia Former employee Peter Black

Annexure C

Personal Property Security Register (PPSR) Following the commencement of the Personal Property and Securities Act 2009 on 30 January 2012, a number of creditors have registered non-migrated security interests on the PPSR as follows: RPG Holdings

Secured Party Date Created Type

CBA Corporate Services (NSW) Pty Limited 14/04/2012 All PAAP (No Except)

Rollpress


Air Liquide Australia Limited 30/01/2012 PMSI (Other Goods)

Coates Hire Operations Pty Limited 30/01/2012 Motor Vehicle

Coates Hire Operations Pty Limited 30/01/2012 PMSI (Other Goods)

Freo Group Limited 30/01/2012 PMSI (Other Goods)

Go Electrical Pty Limited 30/01/2012 PMSI (Other Goods)

HP Financial Services (Australia) Pty Limited 30/01/2012 PMSI (Other Goods)

Kennards Hire Pty Limited 30/01/2012 PMSI (Other Goods)

Korvest Limited 30/01/2012 PMSI (Other Goods)

Ricoh Australia Pty Limited 30/01/2012 PMSI (Other Goods)

Royal Wolf Trading Australia Pty Limited 30/01/2012 PMSI (Other Goods)

RPM Rental & Leasing Pty Limited 30/01/2012 PMSI (Other Goods)

Sandvik Australia Pty Limited 30/01/2012 PMSI (Other Goods)

Atlas Specialty Metals Pty Limited 11/02/2012 PMSI (Other Goods)

Bluescope Steel Limited 20/02/2012 PMSI (Other Goods)

Bluescope Steel (AIS) Pty Limited 20/02/2012 PMSI (Other Goods)

Commonwealth Bank of Australia 29/02/2012 PMSI (Other Goods)


Bluescope Distribution Pty Limited 21/03/2012 PMSI (Other Goods)


Midway Metals Pty Limited 19/04/2012 PMSI (Other Goods)

SKF Australia Pty Limited 19/04/2012 PMSI (Other Goods)

The Lincoln Electric Co (Australia) Pty Limited 24/04/2012 PMSI (Other Goods)

Amity Pacific Pty Limited 11/05/2012 PMSI (Other Goods)

Aussie Hire Pty Limited 15/05/2012 PMSI (Other Goods)

Sanwa Pty Limited 15/05/2012 PMSI (Other Goods)

Force Corp Pty Limited 18/05/2012 Motor Vehicle

Laser Central Pty Limited 23/05/2012 PMSI (Other Goods)

CMC (Australia) Pty Limited 29/05/2012 PMSI (Other Goods)

CMC Coil Steels Pty Limited 29/05/2012 PMSI (Other Goods)


Adsteel Brokers Pty Limited 27/06/2012 PMSI (Other Goods)

Dexalaw Pty Limited 28/06/2012 PMSI (Other Goods)

Dexalaw Pty Limited 28/06/2012 PMSI (Other Goods)

Dexalaw Pty Limited 28/06/2012 Motor Vehicle

Dexalaw Pty Limited 28/06/2012 Motor Vehicle

Akzo Nobel Pty Limited 5/07/2012 PMSI (Other Goods)

Annexure C

MLA Holdings Pty Limited 11/07/2012 Motor Vehicle

Master Hire Pty Limited 28/07/2012 PMSI (Other Goods)

Skyreach Pty Limited 3/08/2012 Motor Vehicle



Commonwealth Bank of Australia 22/08/2012 Motor Vehicle

Commonwealth Bank of Australia 7/09/2012 Motor Vehicle


Master Hire Pty Limited 12/09/2012 Motor Vehicle


PCD Steel Processing (QLD) Pty Limited 26/09/2012 PMSI (Other Goods)

RPG SA Secured Party Date Created Type

Coates Hire Operations Pty Limited 30/01/2012 Motor Vehicle

Coates Hire Operations Pty Limited 30/01/2012 PMSI (Other Goods)

Hills Holdings Limited 30/01/2012 PMSI (Other Goods)

P&R Electrical Wholesalers Pty Limited 30/01/2012 PMSI (Other Goods)


Energy Power Systems Australia Pty Limited 2/02/2012 PMSI (Other Goods)

Energy Power Systems Australia Pty Limited 2/02/2012 Motor Vehicle


Bluescope Steel Limited 20/02/2012 PMSI (Other Goods)

Akzo Nobel Pty Limited 27/02/2012 PMSI (Other Goods)

Retracom Hire Pty Limited 29/02/2012 PMSI (Other Goods)

Bluescope Distribution Pty Limited 21/03/2012 PMSI (Other Goods)


SKF Australia Pty Limited 19/04/2012 PMSI (Other Goods)

SKF Bearing Supplies Pty Limited 19/04/2012 PMSI (Other Goods)

Force Corp Pty Limited 18/05/2012 Motor Vehicle


Adsteel Brokers Pty Limited 27/06/2012 PMSI (Other Goods)

The Trustee for Whiffen Family Trust 4/09/2012 Motor Vehicle

RPG Pipe Secured Party Date Created Type




RPG Australia Secured Party Date Created Type

Macquarie Leasing Pty limited 30/01/2012 Motor Vehicle


SSAB Swedish Steel Pty Limited 12/10/2012 PMSI (Other Goods)

SSAB Swedish Steel Pty Limited 12/10/2012 PMSI (Other Goods)

Annexure C

Following the appointment of Administrators, a number of creditors have registered non-migrated security interests on the PPSR as follows: Rollpress




Mayfair Steel and Aluminium Pty Limited 8/10/2012 PMSI (Other Goods)

SEDL Agencies Pty Limited 9/10/2012 All PAAP (No Except)

Tigaraja Pty Limited 9/10/2012 PMSI (Other Goods)








Industrial Plastics Pty Limited 11/10/2012 PMSI (Other Goods)




Sullair Australia Pty Limited 11/10/2012 PMSI (Other Goods)

Air Liquide Australia Limited 29/10/2012 PMSI (Other Goods)

RPG SA Secured Party Date Created Type

The Trustee for Blastmaster Trading Trust 8/10/2012 PMSI (Other Goods)

Annexure D - Profit and Loss Statements

FY13 FY12 FY11 FY10 FY13 FY12 FY11 FY10

3 months Annual Annual Annual 3 months Annual Annual Annual

$000 $000 $000 $000 $000 $000 $000 $000

Revenue 21,216 111,238 93,767 58,480 2,389 23,491 27,167 56,472

Cost of sales & direct labour (19,202) (93,876) (81,821) (47,762) (2,183) (17,824) (20,642) (37,364)

Gross Profit 2,014 17,362 11,946 10,718 206 5,667 6,525 19,108

Direct fixed expenses (2,373) (8,583) (5,480) (4,627) (668) (2,681) (2,954) (3,080)

EBITDA pre indirect expenses (359) 8,779 6,466 6,091 (462) 2,986 3,571 16,028

Less: indirect expenses

Administration (101) (340) (273) (266) - - - -

Variable expenses (901) (2,211) (2,476) (2,559) (199) (500) (876) (1,014)

Labour (1,084) (4,962) (4,452) (4,692) (421) (1,547) (1,384) (1,141)

Other income - (79) (2) (452) - - - -

EBITDA (2,445) 1,187 (737) (1,878) (1,082) 939 1,311 13,873

Interest (79) (381) (357) (434) (11) (47) (58) (71)

Tax - - - - - - - -

Abnormals - - - - - - - -

Net profit/(loss) (2,524) 806 (1,093) (2,312) (1,093) 892 1,253 13,802



$000 $000 $000 $000 $000 $000 $000 $000

Revenue - 2,875 7,963 7,506 - - - 944

Cost of sales & direct labour - (1,908) (5,968) (5,659) - - - -

Gross Profit - 967 1,995 1,847 - - - 944

Direct fixed expenses - (380) (658) (624) - - - -

EBITDA pre indirect expenses - 587 1,337 1,223 - - - 944

Less: indirect expenses

Administration - (1) (5) (10) - - - -

Variable expenses - (16) (47) (143) - - - -

Labour - (51) (277) (276) - - - -

Other income - - (76) - - 468 631 944

EBITDA - 519 932 194 - 468 631 1,888

Interest - (1) (5) (7) (798) (4,174) (3,665) (4,148)

Tax - - - - 1,547 1,402 901 3,786

Abnormals - - - - (31) - - -

Net profit/(loss) - 518 927 187 718 (2,304) (2,134) 1,526

Please note that the Group did not maintain a profit and loss account for RPG Australia.

RPG Pipe Pty Limited

(Administrators Appointed)

RPG Holdings Pty Limited


RP Group Administration Pty Limited


RPG (SA) Pty Limited


Annexure E - Balance Sheets



$000 $000 $000 $000 $000 $000 $000 $000

Current assets

Cash and cash equivalents 1,274 4,132 805 2,144 17 41 210 14

Trade debtors 11,022 13,903 18,618 9,945 1,392 2,151 5,683 3,833

Other debtors 611 795 4,910 879 176 17 - 3,864

Prepayments - 134 78 86 - - - -

Inventories 6,616 6,210 10,004 8,710 470 - - -

WIP - 1,765 1,592 1,874 - 87 1,684 1,037

Other current assets 156 - - - - 50 - -

Total current assets 19,679 26,939 36,007 33,638 2,055 2,346 7,577 8,748

Non-current assets

Property, plant and equipment 17,291 14,180 8,554 8,702 4,033 3,378 4,183 11,438

Leasehold improvements - 570 594 652 - 359 384 410

Furniture and fittings - 31 41 63 - 5 14 12

Leased assets - 2,976 3,398 3,868 - 462 564 698

Goodwill 1,438 1,438 1,438 1,438 561 561 561 561

Computer software - 230 360 537 - - - -

Other intangible assets - - - - - - - -

Financial assets - - - - - - - -

Total non-current assets 18,729 19,425 14,385 15,260 4,594 4,765 5,706 13,119

Current liabilities

Trade and other payables 12,850 16,080 24,111 12,826 2,352 2,245 4,293 3,660

Lease liabilities 878 1,016 529 495 - 327 116 153

Borrowings - - - - - - - -

Provisions 404 (994) (994) (994) 803 - - -

Commercial bills payable - - - - - - - -

Income tax payable (994) - - - (225) (225) (225) (225)

Other current liabilities 392 - - - 43 - - -

Total current liabilities 13,531 16,102 23,646 12,327 2,973 2,347 4,184 3,588

Non-current liabilities

Borrowings 2,078 - - - 466 - - -

Shareholders loans - - - - - - - -

Lease liablities - 2,078 3,083 3,577 - 165 492 581

Provisions 2,055 - - - 330 (2) (2) (2)

Intercompany loans 20,820 23,070 17,497 14,338 (23,974) (24,617) (20,625) (11,496)

Employee benefits - 2,096 1,715 1,270 - 1,099 1,037 822

Deferred tax liabilities - - - - - - - -

Total non current liabilities 24,953 27,244 22,295 19,185 (23,178) (23,355) (19,098) (10,095)

Net assets / (liabilities) (75) 3,018 4,451 17,386 26,854 28,119 28,196 28,374

Equity

Share capital 801 2,217 2,218 2,218 - - - -

Reserves - - - - - - - -

Retained earnings (877) 801 2,231 5,168 26,854 28,119 28,196 28,374

Total Equity (76) 3,018 4,449 7,386 26,854 28,119 28,196 28,374

RP Group Administration Pty Limited


RPG (SA) Pty Limited





$000 $000 $000 $000 $000 $000 $000 $000

Current assets

Cash and cash equivalents 1 6 33 53 1 2 - 3

Trade debtors - 2 2,460 1,527 - - - -

Other debtors - - (0) (0) - - - -

Prepayments - - - - - -

Inventories - - 599 436 - - - -

WIP - - 243 391 - - - -

Other current assets - - - - - -

Total current assets 1 8 3,335 2,407 1 2 - 3

Non-current assets

Property, plant and equipment - - 7,189 1,449 - - - -

Leasehold improvements - - 34 22 - - - -

Furniture and fittings - - 11 14 - - - -

Leased assets - - 58 73 - - - -

Goodwill - - - - 71,716 71,716 71,627 71,629

Computer software 7,405 7,405 7,405 7,405 - - - -

Other intangible assets - - - - 1,365 - - -

Financial assets 31 31 31 31 140 - 140 315

Total non-current assets 7,436 7,436 14,728 8,994 73,221 71,716 71,767 71,944

Current liabilities

Trade and other payables - (0) 1,169 490 56 698 25 543

Lease liabilities - - 41 60 - - - -

Borrowings - - - - 35,625 - 3,121 -

Provisions - - - - - - - -

Commercial bills payable - - - - - - - -

Income tax payable - - - - - - - -

Other current liabilities - - - - (4,706) (3,469) (1,608) 36

Total current liabilities - (0) 1,210 550 30,975 (2,771) 1,538 579


Borrowings - - - - - - - -

Shareholders loans - - - - - 35,750 35,750 35,750

Lease liablities 2,223 2,230 11,793 6,471 (12,427) (13,704) (22,005) (23,105)

Provisions - - 12 14 - - 294 701

Intercompany loans - - (18) (19) - - 450 825

Employee benefits - - 130 107 - - - -

Deferred tax liabilities 118 118 118 118 - - - -

Total non current liabilities 2,341 2,348 12,035 6,692 (12,427) 22,046 14,489 14,171

Net assets / (liabilities) 5,096 5,096 4,818 4,159 54,674 52,443 55,740 57,197

Equity

Share capital - - - - 68,326 67,670 67,831 67,541

Reserves - - - - - (708) (924) (1,469)

Retained earnings 5,096 5,096 4,818 4,159 (13,652) (14,518) (11,167) (8,875)

Total Equity 5,096 5,096 4,818 4,159 54,674 52,443 55,740 57,197

RPG Pipe Pty Limited


RPG Holdings Pty Limited



FY13 FY12 FY11 FY10

3 months Annual Annual Annual

$000 $000 $000 $000

Current assets

Cash and cash equivalents - - - -

Trade debtors - - - -

Other debtors - - - -

Prepayments - - - -

Inventories - - - -

WIP - - - -

Other current assets - - - -

Total current assets - - - -

Non-current assets

Property, plant and equipment - - - -

Leasehold improvements - - - -

Furniture and fittings - - - -

Leased assets - - - -

Goodwill 18,468 18,468 18,468 18,468

Computer software - - - -

Other intangible assets - - - -

Financial assets - - - -

Total non-current assets 18,468 18,468 18,468 18,468

Current liabilities

Trade and other payables - - - -

Lease liabilities - - - -

Borrowings - - - -

Provisions - - - -

Commercial bills payable - - - -

Income tax payable - - - -

Other current liabilities - - - -

Total current liabilities - - - -


Borrowings - - - -

Shareholders loans - - - -

Lease liablities 3,963 3,963 3,963 3,963

Provisions - - - -

Intercompany loans - - - -

Employee benefits - - - -

Deferred tax liabilities - - - -

Total non current liabilities 3,963 3,963 3,963 3,963

Net assets / (liabilities) 14,505 14,505 14,505 14,505

Equity

Share capital 14,505 14,505 14,505 14,505

Reserves - - - -

Retained earnings - - - -

Total Equity 14,505 14,505 14,505 14,505

RP Aus Administration Pty Limited


Appendix F

1 RPG Holdings – Directors’ RATA with comments

Directors’ RATA

Property Ref Book Value ERV

Circulating assets

Cash at bank 1.1 1,115 1,000

Receivables - -

Intercompany receivables 1.2 12,426,641 -

Inventories / WIP - -

Plant and equipment - -

Goodwill - -

Other assets 1.3 74,829,955 -

Sub Total 87,257,711 1,000

Non circulating assets

Leased equipment - -

Less: amounts owing under specific security interests

- -

Total available assets 87,257,711 1,000

Less: employee entitlements - -

Less: amounts owing under an All PAAP

1.4 (35,680,985) (35,680,985)

Less: unsecured creditors - -

Less: intercompany loans - -

Total creditors (35,680,985) (35,680,985)

Estimated surplus / (deficiency)

51,576,726 (35,679,985)

1.1 Cash at bank

The Directors’ RATA details cash at bank at the date of our appointment of $1,115. Pursuant to their right of setoff these funds were subsequently withheld by CBA following our appointment.

Based on current information we do not anticipate any recovery from this source.

1.2 Intercompany receivables

Intercompany receivables comprise a loan to RPG Pipe of approximately $12.4 million. We were appointed Administrators to RPG Pipe on 5 October 2012 and therefore this balance is unrecoverable.

1.3 Other assets

Other assets comprise:

Shares in RPG Australia ($71.7 million); Shareholder receivables from RPG group entities ($1.4 million); and Other tax assets ($1.7 million).

Further to our appointment as Administrators to the other Group entities no realisation will be available in respect of the RPG Australia shares or shareholder receivables.

Furthermore, we do not anticipate any realisation to be possible in respect of the tax assets.

1.4 Amounts owing under an All PAAP

Amounts owing under a debenture refer to a secured loan provided by the Group’s financiers. We understand the security is cross collateralised against all entities in the Group.

The Security Trustee has advised that the total amount owing by the Group as at the date of appointment is approximately $38.3 million.

2 Rollpress – Directors’ RATA

Directors’ RATA


Circulating assets

Cash 2.1 1,273,913 1,273,000

Receivables 2.2 12,069,585 8,030,000


Inventories / WIP 2.4 6,615,678 5,000,000

Plant and equipment 2.5 23,152,277 15,000,000

Goodwill 2.6 1,438,167 -

Deferred Tax asset 2.7 993,818 -

Sub Total 58,750,835 29,303,000


Leased equipment 2.8 4,817,799 3,000,000

Less: amounts owing under specific charges

2.8 (2,956,526) (3,000,000)

Total available assets 60,612,108 29,303,000

Less: employee entitlements 2.9 (2,054,577) (2,054,577)


2.10 - -

Less: unsecured creditors (13,645,931) (13,645,931)

Less: intercompany Loans 2.11 (34,027,777) (34,027,777)

Total creditors (49,728,285) (49,728,285)


10,883,823 (20,425,285)

2.1 Cash at bank

The Directors’ RATA details cash at bank of approximately $1.3 million. Pursuant to their right of setoff the majority of these funds were subsequently withheld by CBA following our appointment.

Realisations to date total approximately $0.1 million and we expect no further realisations from this source.

2.2 Receivables

Receivables comprise trade debtors of $11.3 million and intercompany debtors of $13.2 million. The Administrators’ EOS currently estimates that between $12.5 million and $12.9 million will be recovered from trade debtors.


Intercompany receivables comprise loans to RPG Australia ($4 million) and RPG Holdings ($9.2 million). Following our appointment as Administrators to the Group these debts are unrecoverable.

2.4 Inventories / WIP

Inventories comprise stock with a book value of approximately $5.4 million and WIP of approximately $1.2 million. Whilst the Directors’ have stated an ERV of $5 million this does not take into account inventory which is subject to PMSI claims.

We are still in the process of finalising these claims and anticipate realisations from this source to total approximately $2.6 million.

2.5 Plant and equipment

The book value of plant and equipment has been stated at cost price, as opposed to book value, which accounts for depreciation. Rollpress’ most recent management accounts indicate a depreciated value of plant and equipment of $7.2 million.

We are currently in the process of finalising the sale of the remaining plant and equipment and we are therefore unable to comment on our future estimated realisations from this source at this stage. To date, asset realisations from this source total approximately $6 million.

2.6 Goodwill

The book value of Goodwill is included at $1.4 million. No realisations are expected from this source.

2.7 Deferred tax asset

The book value of deferred tax assets is $1 million although we do not anticipate this to be recoverable.

2.8 Leased equipment

Leased equipment with a book value of approximately $4.8 million is subject to various security interests registered by CBA. To date, asset realisations from this source total approximately $0.8 million.

We are currently in the process of finalising the sale of the remaining leased equipment and we are therefore unable to comment on our estimated realisations from this source at this stage.

2.9 Employee entitlements

The directors RATA estimates total employee entitlements payable of approximately $2 million. The Administrators expect that employee claims could exceed $3 million with this balance including payment in lieu of notice and redundancy claims.


The directors RATA does not disclose any amounts owing under an All PAAP.

As previously advised loans provided by the Group’s financiers were cross collateralised against the Group’s assets. The total amount due by the Group to its financiers as at the date of our appointment was approximately $38 million.

2.11 Intercompany Loans

Intercompany loans comprise loans from RPG SA of $24 million and RPG Pipe of $10 million.

3 RPG SA – Directors’ RATA

Directors’ RATA


Circulating assets

Cash at bank 3.1 17,118 16,000

Receivables 3.2 1,518,144 1,000,000


WIP 3.4 470,310 240,000

Plant and equipment 3.5 7,783,690 5,000,000

Other assets 3.6 835,351 50,000

Sub total 34,598,582 6,306,000


Leased equipment 3.7 823,087 500,000


(465,945) (465,000)

Total available assets 34,955,724 6,341,000

Less: employee entitlements 3.8 (1,132,343) (1,132,343)


3.9 - -


Less: intercompany loans - - -

Total creditors - (3,527,770) (3,527,770)

Estimated Surplus 31,427,954 2,813,230

3.1 Cash at bank

The Directors’ RATA details cash at bank of approximately $17,000. Pursuant to their right of setoff these funds were subsequently withheld by CBA following our appointment and no realisations were made from this source.

3.2 Receivables

Receivables comprise $1.4 million of trade debtors and $0.1 million of accrued revenue. The directors provided an ERV of $1 million in respect of debtor collections. To date, the Administrators have realised approximately $0.9 million from this source.


Intercompany receivables comprise a single loan to Rollpress of approximately $23 million. We were appointed as Administrators to Rollpress on 5 October 2012 and therefore no realisation will be made from this source.

3.4 WIP

The book value of WIP at the date of our appointment totalled approximately $0.5 million. Whilst the Directors’ have stated an ERV of $0.2 million this does not take into account inventory which is subject to PMSI claims.

We are still in the process of finalising these claims and anticipate realisations from this source to total approximately $0.1 million.

3.5 Plant and equipment

The book value of plant and equipment has been stated at cost price, as opposed to book value, which accounts for depreciation. RPG SA’s most recent management accounts indicate a depreciated value of plant and equipment of approximately $4 million.

We are currently in the process of finalising the sale of the remaining plant and equipment and we are therefore unable to comment on our estimated realisations from this source at this stage. To date, asset realisations from this source total approximately $2.3 million.

3.6 Other assets

Other assets are predominantly made up of goodwill ($0.6 million) and deferred tax assets ($0.2 million). No realisations are expected from this source.

3.7 Leased equipment

Leased equipment with a book value of approximately $0.8 million is subject to subject to various security interests registered by CBA. To date, asset realisations from this source total approximately $0.1 million.

3.8 Employee entitlements

The directors’ RATA estimates total employee entitlements payable of $1.1 million. The Administrators expect the actual quantum of employee claims to be approximately $2 million with this balance including payment in lieu of notice and redundancy claims.


The directors’ RATA does not disclose any amounts owing under an All PAAP.


4 RPG Pipe – Directors’ RATA with comments

Directors’ RATA


Circulating assets

Cash at bank 4.1 724 700

Receivables - -




Goodwill 4.3 7,405,437 -

Deferred tax asset 4.4 31,200 -

Sub Total 17,509,335 700




- -

Total available assets 17,509,335 700



4.5 - -

Less: Unsecured Creditors (118,435) -

Less: intercompany Loans (12,294,848) (12,294,848)

Total creditors (12,413,283) (12,294,848)


5,096,052 (12,294,148)

4.1 Cash at bank

The Directors’ RATA details cash at bank of approximately $700. Pursuant to their right of setoff these funds were subsequently withheld by CBA following our appointment and no realisations were made from this source.


Intercompany receivables comprise a single loan to Rollpress of approximately $10.1 million. We were appointed as Administrators to Rollpress on 5 October 2012 and therefore no realisation will be made from this source.

4.3 Goodwill

The book value of goodwill is included at $7.4 million. No realisations are expected from this source.

4.4 Deferred tax asset

The book value of deferred tax assets is included at approximately $31,000. No realisations are expected from this source.




5 RP Australia – Directors’ RATA with comments

Directors’ RATA


Circulating assets

Cash - -

Receivables - -

Intercompany receivables - -



Goodwill - -

Other assets 5.1 18,468,496 -

Sub Total 18,468,496 -




- -

Total available assets 18,468,496 -



5.2 - -


Less: intercompany loans - -

Total creditors (3,962,771) (3,962,771)


14,505,725 (3,962,771)

5.1 Other assets

Other assets consist of shares in Rollpress. We were appointed to Rollpress on 5 October 2012 and therefore no recovery will be made from this source.




Annexure G

$ Low High

Non c irculating assets - Leased Plant & Equipment

Plant & Equipment - -

Less: Realisation Costs

Administrators & Legal Fees and Disbursements - -

Payroll Costs - -

Other - -

Realisation Costs - -

Less: Amounts Owed to Secured Creditor - -

Surplus Available for Priority Creditors NIL NIL

Non c irculating assets - Owned Plant & Equipment




Payroll Costs - -

Rent - -

Other - -


Less: Amounts Owed to Banking Syndicate (38,301,656) (38,301,656)


Net Surplus Non-Circulating Assets Available for Priority Creditors NIL NIL

Circulating assets

Cash at bank - -

Stock - -

Debtors - -

Total Circulating Assets Available for Distribution - -


Administrators & Legal Fees and Disbursements (48,996) (45,846)

ROT settlements and future claims - -

Payroll Costs - -

Rent - -

Other - -

Realisation Costs (48,996) (45,846)

NIL NIL

Estimated Priority Employee Payments

Wages, Expenses and Superannuation - -

Annual leave and LSL - -

Redundancy and Pay in Lieu of Notice - -

NIL NIL

Total assets available for unsecured creditors NIL NIL

Net Circulating Assets Available for Priority Creditors

Net Circulating Assets Available for Banking Syndicate

RPG Holdings Estimated Total Realisations

Annexure G

$ Low High


Plant & Equipment 828,708 999,237



Payroll Costs (38,756) (37,499)

Other (41,239) (40,772)


Less: Amounts Owed to Secured Creditor (4,092,542) (4,092,542)



Plant & Equipment 5,967,025 6,263,025



Payroll Costs (279,055) (270,011)

Rent (125,273) (124,156)

Other (171,665) (169,420)

Realisation Costs (1,194,094) (1,125,497)




Circulating assets

Cash at bank 127,366 127,366

Stock 2,611,758 2,611,758

Debtors 12,293,520 12,729,520

Total Circulating Assets Available for Distribution 15,032,644 15,468,644


Administrators & Legal Fees and Disbursements (2,359,839) (2,145,309)

ROT settlements and future claims (2,581,078) (2,171,078)

Payroll Costs (703,020) (680,235)

Rent (315,600) (312,785)

Other (201,454) (198,010)

Realisation Costs (6,160,991) (5,507,417)

8,871,653 9,961,227


Wages, Expenses and Superannuation (436,526) (436,526)

Annual leave and LSL (925,502) (925,502)

Redundancy and Pay in Lieu of Notice (1,656,951) (1,656,951)

5,852,674 6,942,247




Rollpress Estimated Total Realisations

Annexure G

$ Low High


Plant & Equipment 147,540 147,540



Payroll Costs (3,377) (3,285)

Other (13,674) (13,571)


Less: Amounts Owed to Secured Creditor (1,437,976) (1,437,976)



Plant & Equipment 2,283,494 2,283,494



Payroll Costs (52,262) (50,837)

Rent - -

Other (41,869) (38,062)





Circulating assets

Cash at bank - -

Stock 105,763 105,763

Debtors 903,274 903,274

Total Circulating Assets Available for Distribution 1,009,037 1,009,037



ROT settlements and future claims (30,000) (6,000)

Payroll Costs (23,094) (22,464)

Rent (57,399) (57,399)

Other (4,390) (4,096)


495,962 557,085


Wages, Expenses and Superannuation (177,431) (177,431)

Annual leave and LSL (318,532) (379,655)


NIL NIL




RPG SA Estimated Total Realisations

Annexure G

$ Low High





Payroll Costs - -

Other - -








Payroll Costs - -

Rent - -

Other - -





Circulating assets

Cash at bank - -

Stock - -

Debtors - -





Payroll Costs - -

Rent - -

Other - -


NIL NIL





NIL NIL




RPG Pipe Estimated Total Realisations

Annexure G

$ Low High





Payroll Costs - -

Other - -








Payroll Costs - -

Rent - -

Other - -





Circulating assets

Cash at bank - -

Stock - -

Debtors - -





Payroll Costs - -

Rent - -

Other - -


NIL NIL





NIL NIL




RPG Australia Estimated Total Realisations

Annexure H

FORM 529


Subregulation 5.6.12(2)

RPG HOLDINGS PTY LIMITED (ACN 126 006 157)

RP GROUP ADMINISTRATION PTY LIMITED (FORMALLY KNOWN AS

ROLLPRESS PROPLATE GROUP PTY LIMITED) (ACN 011 070 394)

RPG PIPE PTY LIMITED (ACN 126 459 961)

RP AUS ADMINISTRATION PTY LIMITED

(FORMALLY KNOWN AS RPG AUSTRALIA PTY LIMITED) (ACN 119 261 344)

(ALL ADMINISTRATORS APPOINTED) (“THE COMPANIES”)

NOTICE OF MEETING OF CREDITORS

NOTICE is given that a meeting of the creditors of the Companies will be held at Christie

Corporate Centre, 320 Adelaide Street, BRISBANE QLD 4000 on Wednesday 30 January

2013 at 10:00am (AEST).

AGENDA

1. To consider a statement by the director about the Companies’ business, property,

affairs and financial circumstances.

2. To consider the circumstances leading up to the administration and the various options

available to creditors.

3. To determine the remuneration of the Voluntary Administrators.

4. For creditors to resolve upon the following:

That the administrations should end; or

That the Companies be wound up.

5. If the Companies are wound up, to consider the appointment of a Committee of

Inspection.

6. If the Companies are wound up and no Committee is appointed, to fix the remuneration

of the Liquidators.

7. Any other business that may be lawfully brought forward.

Proxies to be used at the meeting should be lodged at the office of the Administrators by

4.00pm on the day prior to the meeting. A corporation may only be represented by proxy

or by an attorney appointed pursuant to Corporations Regulations 5.6.28 and 5.6.31

respectively or, by a representative appointed under Section 250D of the Corporations

Act 2001.

In accordance with Regulation 5.6.23(1) of the Corporations Regulations, creditors will not be

entitled to vote at the meeting unless they have previously lodged particulars of their claims

against the companies with the Administrators.


Peter Gothard

Administrator

FORM 529


Subregulation 5.6.12(2)

RPG (SA) PTY LIMITED ACN 122 181 122

(ADMINISTRATORS APPOINTED) (“THE COMPANY”)

NOTICE OF MEETING OF CREDITORS

NOTICE is given that a meeting of the creditors of the Company will be held at Business SA

Function Centre, 136 Greenhill Road, UNLEY SA 5061 on Wednesday 30 January 2013 at

12:00pm (ACST).

AGENDA

1. To consider a statement by the director about the Company’s business, property,

affairs and financial circumstances.

2. To consider the circumstances leading up to the administration and the various options

available to creditors.

3. To determine the remuneration of the Voluntary Administrators.

4. For creditors to resolve upon one of the following:

That the administration should end; or

That the Company be wound up.

5. If the Company is wound up, to consider the appointment of a Committee of Inspection.

6. If the Company is wound up and no Committee is appointed, to fix the remuneration of

the Liquidators.

7. Any other business that may be lawfully brought forward.

Proxies to be used at the meeting should be lodged at the office of the Administrators by

4.00pm on the day prior to the meeting. A corporation may only be represented by proxy

or by an attorney appointed pursuant to Corporations Regulations 5.6.28 and 5.6.31

respectively or, by a representative appointed under Section 250D of the Corporations

Act 2001.

In accordance with Regulation 5.6.23(1) of the Corporations Regulations, creditors will not be

entitled to vote at the meeting unless they have previously lodged particulars of their claims

against the company with the Administrators.


Peter Gothard

Administrator

INFORMAL PROOF OF DEBT FORM

Regulation 5.6.47

There must be one Proof of Debt Form for each entity your debt relates to. Please indicate

(tick) the relevant entity below:

RPG Holdings Pty Limited (Administrators Appointed)

ACN 126 006 157

RP Group Administration Pty Limited (Administrators Appointed) (formerlly known as Rollpress Proplate Group Pty Limited)

ACN 011 070 394


ACN 122 181 122

RPG Pipe Pty Limited (Administrators Appointed)

ACN 126 459 961

RP Aus Administration Pty Limited (Administrators Appointed) (formerlly known as RPG Australia Pty Limited)

ACN 119 261 344

I am an employee I am a creditor I am a secured creditor

Name of creditor:

Amount of debt claimed: (see note)

Secured Creditors Only

Please provide details of your security and

attach all relevant documentation

Balance, if any, after deducting value of

security (see note):

.............................................................................

Creditor (or person authorised by creditor)

NOTE:

Under the Corporations Regulations, a creditor is not entitled to vote at a meeting unless (Regulation 5.6.23):

a. his claim has been admitted, wholly or in part, by the Administrator; or

b. he has lodged with the Administrator particulars of the debt or claim, or if required, a formal proof of debt.

For the purposes of Part 5.3A, a secured creditor may vote (Regulation 5.6.24):

a. for the whole of his debt without regard to the estimated value of his security. Proxies must be made

available to the Administrator

B09: Appointment of Proxy

FORM 532


Regulation 5.6.29

APPOINTMENT OF PROXY

Full name of Company

or Individual

Address

Is a creditor of:

RPG Holdings Pty Limited (Administrators Appointed)

ACN 126 006 157

1 Appoint:

(Full name of Proxy)

Address

as *my/our *general/special proxy to vote at the meeting of creditors to be held on Wednesday 30

January 2013, or at any adjournment of that meeting2, to vote on each of the following kinds of

resolution:

For Against Abstain

(a) A resolution that the Administrators’ remuneration for the period

from the 5 October 2012 to 31 December 2012 be fixed in

accordance with the Ferrier Hodgson hourly rates in the sum of

$14,345.50 (plus GST):

(b) A resolution that the Administrators’ remuneration for the period

from 1 January 2013 to 30 January 2013 be fixed in accordance

with the Ferrier Hodgson hourly rates to a maximum sum of

$10,000.00 (plus GST):

(c) A resolution that the company be wound up:

(d) A resolution that the Liquidators’ remuneration for the period from

30 January 2013 to the conclusion of the Liquidation be fixed

in accordance with the Ferrier Hodgson hourly rates up to a

maximum sum of $20,000.00 (plus GST) but subject to upward

adjustment by resolution of creditors / committee of inspection:

(e) A resolution that a Committee of Inspection be appointed:

(f) A resolution that the books and records of the company be

disposed of 12 months after the dissolution of the company or

earlier at the discretion of the ASIC:

* Strike out if inapplicable

1 Insert the name, address and description of the person appointed.

2 If a special proxy, add the words “to vote for” or the words “to vote against” and specify the particular resolution.


DATED this day of January 2013

..........................................................................

The Common Seal3 of

Signature of Individual4 or person

5 OR

authorised by corporate resolution was hereunto affixed in the presence of:

to represent the corporation.

..........................................................................

.....

Director

..........................................................................

.....

Secretary

CERTIFICATE OF WITNESS6

(only complete this section where the person giving the certificate is blind)

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 Description

......................................................................................................................................................

Place of Residence

3 The method of affixing the Common Seal is prescribed in Section 127(2) of the Corporations Act 2001 and, usually, the creditor

corporation’s constitution. 4 The signature of the member is not to be attested by the person nominated as proxy.

5 A corporation may only be represented by proxy or by an attorney appointed pursuant to Corporations Regulations 5.6.28 and

5.6.31A respectively or, by a representative appointed under Section 250D of the Corporations Act 2001. Copy of authority/power of attorney to be annexed. 6 This certificate is to be completed only where the person giving it is blind.


FORM 532


Regulation 5.6.29



or Individual

Address

Is a creditor of:

RP Group Administration Pty Limited (Administrators Appointed) (formally known as Rollpress Proplate Group Pty Limited)

ACN 011 070 394

7 Appoint:


Address


January 2013, or at any adjournment of that meeting8, to vote on each of the following kinds of

resolution:

For Against Abstain




$1,681,242.50 (plus GST):




$145,000.00 (plus GST):












7 Insert the name, address and description of the person appointed.

8 If a special proxy, add the words “to vote for” or the words “to vote against” and specify the particular resolution.



..........................................................................

The Common Seal9 of

Signature of Individual10

or person11

OR



..........................................................................

.....

Director

..........................................................................

.....

Secretary



I, ..................................................................................... of .......................................................................................



the instrument.


......................................................................................................................................................


......................................................................................................................................................

Place of Residence

9 The method of affixing the Common Seal is prescribed in Section 127(2) of the Corporations Act 2001 and, usually, the creditor

corporation’s constitution. 10

The signature of the member is not to be attested by the person nominated as proxy. 11

A corporation may only be represented by proxy or by an attorney appointed pursuant to Corporations Regulations 5.6.28 and 5.6.31A respectively or, by a representative appointed under Section 250D of the Corporations Act 2001. Copy of authority/power of attorney to be annexed. 12 This certificate is to be completed only where the person giving it is blind.


FORM 532


Regulation 5.6.29



or Individual

Address

Is a creditor of:


ACN 122 181 122

13

Appoint:


Address


January 2013, or at any adjournment of that meeting14

, to vote on each of the following kinds of

resolution:

For Against Abstain




$321,637.00 (plus GST):




$22,000.00. (plus GST):












13

Insert the name, address and description of the person appointed. 14

If a special proxy, add the words “to vote for” or the words “to vote against” and specify the particular resolution.



..........................................................................

The Common Seal15

of


or person17

OR



..........................................................................

.....

Director

..........................................................................

.....

Secretary



I, ..................................................................................... of .......................................................................................



the instrument.


......................................................................................................................................................


......................................................................................................................................................

Place of Residence

15

The method of affixing the Common Seal is prescribed in Section 127(2) of the Corporations Act 2001 and, usually, the creditor corporation’s constitution. 16




FORM 532


Regulation 5.6.29



or Individual

Address

Is a creditor of:

RPG Pipe Pty Limited (Administrators Appointed)

ACN 126 459 961

19

Appoint:


Address




resolution:

For Against Abstain




$22,256.00 (plus GST):




$10,000.00 (plus GST):












19





..........................................................................

The Common Seal21

of


or person23

OR



..........................................................................

.....

Director

..........................................................................

.....

Secretary



I, ..................................................................................... of .......................................................................................



the instrument.


......................................................................................................................................................


......................................................................................................................................................

Place of Residence

21





FORM 532


Regulation 5.6.29



or Individual

Address

Is a creditor of:

RP AUS Administration Pty Limited (Administrators Appointed) (formally known as RPG Australia Pty Limited)

ACN 119 261 344

25

Appoint:


Address




resolution:

For Against Abstain




$15,442.70 (plus GST):




$10,000.00 (plus GST):












25





..........................................................................

The Common Seal27

of


or person29

OR



..........................................................................

.....

Director

..........................................................................

.....

Secretary



I, ..................................................................................... of .......................................................................................



the instrument.


......................................................................................................................................................


......................................................................................................................................................

Place of Residence

27




Insolvency Practitioners Association of Australia ABN 28 002 472 362 33 Erskine Street, GPO Box 3921, Sydney NSW 2001 P+61 2 9290 5700 F +61 2 9290 2820 www.ipaa.com.au

Creditor Information Sheet

Offences, Recoverable transactions and Insolvent Trading

Offences A summary of offences that may be identified by the administrator:

180 Failure by officer to exercise a reasonable degree of care and diligence in the exercise of his powers and the discharge of his duties.

181 Failure to act in good faith.

182 Making improper use of position as an officer or employee, to gain, directly or indirectly, an advantage.

183 Making improper use of information acquired by virtue of his position.

184 Reckless or intentional dishonesty in failing to exercise duties in good faith for proper purpose. Use of position or information dishonestly to gain advantage or cause detriment.

206A Contravening an order against taking part in management of a corporation.

206A, B Taking part in management of corporation while being an insolvent under an administration.

206A, B Acting as a director or promoter or taking part in the management of a company within five years after conviction or imprisonment for various offences.

209(3) Dishonest failure to observe requirements on making loans to directors or related companies.

254T Paying dividends except out of profits.

286 Failure to keep proper accounting records.

312 Obstruction of auditor.

314-7 Failure to comply with requirements for financial statement preparation.

437C Performing or exercising a function or power as officer while a company is under administration.

437D(5) Unauthorised dealing with company's property during administration.

438B(4) Failure by directors to assist administrator, deliver records and provide information.

438C(5) Failure to deliver up books and records to administrator.

590 Failure to disclose property, concealed or removed property, concealed a debt due to the company, altered books of the company, fraudulently obtained credit on behalf of the company, material omission from Report as to Affairs or false representation to creditors.

Voidable Transactions

Preferences

A preference is a transaction such as a payment between the company and one or more of its creditors, in which the creditor receiving the payment is preferred over the general body of creditors. The relevant time period is six months before the commencement of the liquidation. The company must have been insolvent at the time of the transaction, or become insolvent as a result of the transaction.

Where a creditor receives a preferred payment, the payment is voidable as against a liquidator and is liable to be paid back to the liquidator subject to the creditor being able to successfully maintain any of the defences available to the creditor under either the Corporations Act. Uncommercial Transaction

An uncommercial transaction is one that it may be expected that a reasonable person in the company's circumstances would not have entered into having regard to: • the benefit or detriment to the company; • the respective benefits to other parties; and, • any other relevant matter.

To be voidable, an uncommercial transaction must have occurred during the two years before the liquidation. However, if a related entity is a party to the transaction, the time period is four years and if the intention of the transaction is to defeat creditors, the time period is ten years.

Insolvency Practitioners Association of Australia Creditor Information Sheet s439A report (2) Page 2

The company must have been insolvent at the time of the transaction, or become insolvent as a result of the transaction. Unfair Loan

A loan is unfair if and only if the interest was extortionate when the loan was made or has since become extortionate. There is no time limit on unfair loans – they only have to have been entered into any time on or before the day when the winding up began. Arrangements to avoid employee entitlements

If an employee suffers loss because a person (including a director) enters into an arrangement or transaction to avoid the payment of employee entitlements, the liquidator or the employee may seek to recover compensation from that person. It will only be necessary to satisfy the court that there was a breach on the balance of probabilities. There is no time limit on when the transaction occurred. Unreasonable payments to directors

Liquidators have the power to reclaim "unreasonable payments" made to directors by companies prior to liquidation. The provision relates to transactions made to, on behalf of, or for the benefit of, a director or close associate of a director. To fall within the scope of the section, the transaction must have been unreasonable, and have been entered into during the 4 years leading up to a company's liquidation, regardless of its solvency at the time the transaction occurred. Voidable charges

Certain charges are voidable by a liquidator: • Floating charge created with six months of the liquidation unless it secures a subsequent advance; • Unregistered charges; and • Charges in favour of related parties who attempt to enforce the charge within 6 months of its creation. Insolvent Trading

In the following circumstances, directors may be personally liable for insolvent trading by the company: • a person is a director at the time a company incurs a debt; • the company is insolvent at the time of incurring the debt or becomes insolvent because of incurring the

debt; • at the time the debt was incurred, there were reasonable grounds to suspect that the company was

insolvent; • the director was aware such grounds for suspicion existed; and • a reasonable person in a like position would have been so aware.

The law provides that the liquidator, and in certain circumstances the creditor who suffered the loss, may recover from the director, an amount equal to the loss or damage suffered. Similar provisions exist to pursue holding companies for debts incurred by their subsidiaries.

A defence is available under the law where the director can establish: • there were reasonable grounds to expect that the company was solvent and they actually did so

expect; • they did not take part in management for illness or some other good reason; or, • they took all reasonable steps to prevent the company incurring the debt.

The proceeds of any recovery for insolvent trading by a liquidator are available for distribution to the unsecured creditors before the secured creditors. Important note: This information sheet contains a summary of basic information on the topic. It is not a substitute for legal advice. Some provisions of the law referred to may have important exceptions or qualifications. This document may not contain all of the information about the law or the exceptions and qualifications that are relevant to your circumstances.

report by the administrators pursuant to section 439 (4)(a) of the

Documents