The Companies, at this point in time, are not continuing to trade during the Administration.

Transcription

1 Corporate & Personal Insolvency Forensic Accounting Litigation Support Our Ref: JN/JW/MD/BUC960-8 Please Reply to Perth Office 24 January 2017 CIRCULAR TO CREDITORS AND SUPPLIERS APPOINTMENT OF VOLUNTARY ADMINISTRATORS BUILTON GROUP PTY LTD (ADMINISTRATORS APPOINTED) ACN BUILTON PROPERTY HOLDINGS PTY LTD (ADMINISTRATORS APPOINTED) ACN ASPIREON HOMES PTY LTD (ADMINISTRATORS APPOINTED) (FORMERLY KNOWN AS INTARACT PTY LTD) ACN (collectively the Companies ) On 23 January 2017, the Companies were placed into Voluntary Administration in accordance with the provisions of Part 5.3A of the Corporations Act 2001 (Cth) ( the Act ) and Dino Travaglini and I, Jeremy Joseph Nipps, were appointed as Administrators. We have taken control of the operations of the Companies and requested the director to prepare a report on the Companies business, property, affairs and financial circumstances. First Meeting of Creditors In accordance with the Act, a first meeting of creditors of the Companies, which is proposed to be held concurrently, is to be held at Mercure Hotel Perth - Anglesea 2 Room, 10 Irwin Street, Perth WA 6000 on Friday, 3 February 2017 at 2:30pm (AWST). Details of the meeting are enclosed. Trading and Operations The Companies, at this point in time, are not continuing to trade during the Administration. The Administrators do not accept liability for the supply of any goods or services to the Companies from the date of our appointment. In regard to any goods in transit, you should suspend any deliveries at this stage, as the Companies are not in a position to make payment for any goods at present. Information for Employees All current employees of the Companies will receive separate information and correspondence from the Administrators with respect to their employment and their entitlements. Level 29 Level 6 Level 8 Level Collins Street 55 Clarence Street 28 The Esplanade 1 Eagle Street MELBOURNE VIC 3000 SYDNEY NSW 2000 PERTH WA 6000 BRISBANE QLD 4000 PO Box 232 Collins Street West PO Box Q1165 QVB Post Office PO Box 5065 St Georges Terrace GPO Box 58 MELBOURNE VIC 8007 SYDNEY NSW 1230 PERTH WA 6831 BRISBANE QLD 4001 T (03) F (03) T (02) F (02) T (08) F (08) E insol@corcordis.com.au W ABN Limited by a scheme approved under Professional Standards Legislation T (07) M:\Perth\PERTH - PENDING JOBS\Builton Group Pty Ltd\08 - Reports & Meetings\01 - Reports to Creditors\01-1st Report\ Initial Report to Creditors - Builton Group, Aspireon Homes, Builton Property Holdings.docx

2 Corporate & Personal Insolvency Forensic Accounting Litigation Support Important Notices and Documents Enclosed The following notices and documents are enclosed. Please read all items carefully. They provide details about the forthcoming meeting and other important details about the Administration: Details of the meeting of creditors. Important statements for creditors. Initial advice to creditors incorporating details of our proposed remuneration, the basis for determining our remuneration, our charge-out rates and other remuneration disclosures. Declaration of Independence, Relevant Relationships and Indemnities. ASIC information sheet Insolvency information for directors, employees, creditors and shareholders. Additional information sheets on the administration process can be obtained via ASIC s website or from Statutory notices and advertisements about the Companies will be published on ASIC s Published Notices website at Interested parties and Information for the Administrators Please contact us if you have any interest in purchasing (or investing in) the business or assets of the Companies. We would also appreciate you providing any information that may help with our understanding, investigations and enquiries into the Companies history, business and affairs. If you have any queries about the enclosed documents or the administration generally, please contact Milica Djuric or William Kilmartin of this office on (08) or builtoncreditors@corcordis.com.au. Yours faithfully Jeremy Joseph Nipps Administrator Page 2

3 DETAILS OF THE CONCURRENT MEETING OF CREDITORS In accordance with Section 436E of the Act, a first meeting of creditors of the Companies, which is proposed to be held concurrently, is to be held at Mercure Hotel Perth - Anglesea 2 Room, 10 Irwin Street, Perth WA 6000 on Friday, 3 February 2017 at 2:30pm (AWST). The following documents are enclosed: Form 529A, Notice of the first meeting of creditors of company under administration Form 532, appointment of proxy Informal proof of debt form Guidance for completing proxy and informal proof of debt forms Form 529A includes the agenda for the concurrent meeting and the resolutions that are required to be considered in accordance with the Act. Please note that creditors have the option of appointing an alternate Administrator only where another qualified, independent insolvency practitioner consents in writing in advance. To vote and speak at the meeting, all creditors must complete and submit an informal proof of debt or claim and (if applicable) proxy forms on or before 3pm(AWST) on Thursday, 2 February They are to be sent to us as follows: Builton Group Pty Ltd (Administrators Appointed) or Builton Property Holdings Pty Ltd (Administrators Appointed) or Aspireon Homes Pty Ltd (Administrators Appointed) c/- Cor Cordis PO Box 5065, St Georges Terrace PERTH WA 6831 Phone: (08) Fax: (08) builtoncreditors@corcordis.com.au Telephone facilities are available for creditors who cannot attend in person. If you wish to attend the meeting by telephone you must contact Milica Djuric no later than 3pm(AWST) on Thursday, 2 February 2017 so that necessary arrangements can be made. For queries about the forthcoming meeting please contact Milica Djuric or William Kilmartin by one of the following methods: Phone: (08) builtoncreditors@corcordis.com.au

4 FORM 529A Corporations Act 2001 Subregulation (6) NOTICE OF CONCURRENT FIRST MEETING OF CREDITORS OF COMPANIES UNDER ADMINISTRATION BUILTON GROUP PTY LTD (ADMINISTRATORS APPOINTED) ACN BUILTON PROPERTY HOLDINGS PTY LTD (ADMINISTRATORS APPOINTED) ACN ASPIREON HOMES PTY LTD (ADMINISTRATORS APPOINTED) (FORMERLY KNOWN AS INTARACT PTY LTD) ACN (collectively the Companies ) 1. On 23 January 2017, the Companies, under Section 436A, appointed Dino Travaglini and Jeremy Joseph Nipps of Cor Cordis, Level 8 BGC Centre, 28 The Esplanade Perth WA 6000 as Administrators of the Companies. 2. Notice is now given that a concurrent first meeting of creditors of the Companies is to be held at Mercure Hotel Perth - Anglesea 2 Room, 10 Irwin Street, Perth WA 6000 on Friday, 3 February 2017 at 2:30pm (AWST). 3. A resolution will be considered to hold the meetings concurrently. 4. The purpose of the meeting is to determine: a) whether to appoint a committee of creditors; and b) if so, who are to be the committee's members. 5. At the meeting, creditors may also, by resolution: a) Remove the administrator(s) from office; and b) appoint someone else as administrator(s) of the Companies. Dated this 24 th day of January 2017 Jeremy Joseph Nipps Administrator Cor Cordis Level 8 BGC Centre, 28 The Esplanade, Perth WA 6000

5 FORM APPOINTMENT OF PROXY Corporations Act 2001 BUILTON GROUP PTY LTD (ADMINISTRATORS APPOINTED) ACN ( the Company ) I/We (name)... of (address)... a creditor of the Company, appoint (add name, address and description of the person appointed)... or in his/her absence (add alternate proxy)... as my/our general proxy or special proxy to vote at the meeting of creditors to be held on Friday, 3 February 2017 at 2:30pm (AWST) or at any adjournment of that meeting. Voting instructions - for special proxy only Resolution For Against Abstain 1. That the meeting be held concurrently with the meeting of creditors of Builton Property Holdings Pty Ltd and Aspireon Homes Pty Ltd. 2. To appoint a committee of inspection and, if so, who are to be the committee members. (if voting For, please attach details of any proposed committee members). 3. Remove the administrator(s) from office and appointment someone else as administrator(s). (if voting For, please attach details of the proposed new administrators(s)). Dated: CERTIFICATE OF WITNESS only complete if the person given the proxy is blind or incapable of writing. 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. Dated: Signature of witness: Description: Place of residence:

6 FORM APPOINTMENT OF PROXY Corporations Act 2001 BUILTON PROPERTY HOLDINGS PTY LTD (ADMINISTRATORS APPOINTED) ACN ( the Company ) I/We (name)... of (address)... a creditor of the Company, appoint (add name, address and description of the person appointed)... or in his/her absence (add alternate proxy)... as my/our general proxy or special proxy to vote at the meeting of creditors to be held on Friday, 3 February 2017 at 2:30pm (AWST) or at any adjournment of that meeting. Voting instructions - for special proxy only Resolution For Against Abstain 1. That the meeting be held concurrently with the meeting of creditors of Builton Group Pty Ltd and Aspireon Homes Pty Ltd. 2. To appoint a committee of inspection and, if so, who are to be the committee members. (if voting For, please attach details of any proposed committee members). 3. Remove the administrator(s) from office and appointment someone else as administrator(s). (if voting For, please attach details of the proposed new administrators(s)). Dated: CERTIFICATE OF WITNESS only complete if the person given the proxy is blind or incapable of writing. 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. Dated: Signature of witness: Description: Place of residence:

7 FORM APPOINTMENT OF PROXY Corporations Act 2001 ASPIREON HOMES PTY LTD (ADMINISTRATORS APPOINTED) (FORMERLY KNOWN AS INTARACT PTY LTD) ACN ( the Company ) I/We (name)... of (address)... a creditor of the Company, appoint (add name, address and description of the person appointed)... or in his/her absence (add alternate proxy)... as my/our general proxy or special proxy to vote at the meeting of creditors to be held on Friday, 3 February 2017 at 11:00am(AWST) or at any adjournment of that meeting. Voting instructions - for special proxy only Resolution For Against Abstain 1. That the meeting be held concurrently with the meeting of creditors of Builton Group Pty Ltd and Builton Property Holdings Pty Ltd. 2. To appoint a committee of inspection and, if so, who are to be the committee members. (if voting For, please attach details of any proposed committee members). 3. Remove the administrator(s) from office and appointment someone else as administrator(s). (if voting For, please attach details of the proposed new administrators(s)). Dated: CERTIFICATE OF WITNESS only complete if the person given the proxy is blind or incapable of writing. 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. Dated: Signature of witness: Description: Place of residence:

8 INFORMAL PROOF OF DEBT OR CLAIM FORM BUILTON GROUP PTY LTD (ADMINISTRATORS APPOINTED) ACN ( the Company ) For voting purposes at the meetings of creditors to be held under section 436E and section 439A of the Corporations Act 2001, including any adjournment of those meetings. 1. This is to state that the Company is justly and truly indebted to: (add name and address below) ABN:... for (insert amount of debt) $... Particulars of the debt are: Date Consideration (state how the debt arose) Amount (incl. GST) $ c GST $ c Remarks (include details of voucher substantiating payment) 2. Is the debt subject to any form of security: No Yes (on PPSR) Yes (other security) (if yes, describe security below, when and how it arose) 3. * I am employed by the creditor and authorised in writing by the creditor to make this statement or 3. * I am the creditor's agent authorised in writing to make this statement in writing. *omit if inapplicable I know that the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied. Dated: Occupation:... Occupation:... Address:... Address: Telephone:... Telephone:... I/we nominate to receive electronic notification of notices by at the following address:...

9 INFORMAL PROOF OF DEBT OR CLAIM FORM BUILTON PROPERTY HOLDINGS PTY LTD (ADMINISTRATORS APPOINTED) ACN ( the Company ) For voting purposes at the meetings of creditors to be held under section 436E and section 439A of the Corporations Act 2001, including any adjournment of those meetings. 1. This is to state that the Company is justly and truly indebted to: (add name and address below) ABN:... for (insert amount of debt) $... Particulars of the debt are: Date Consideration (state how the debt arose) Amount (incl. GST) $ c GST $ c Remarks (include details of voucher substantiating payment) 2. Is the debt subject to any form of security: No Yes (on PPSR) Yes (other security) (if yes, describe security below, when and how it arose) 3. * I am employed by the creditor and authorised in writing by the creditor to make this statement or 3. * I am the creditor's agent authorised in writing to make this statement in writing. *omit if inapplicable I know that the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied. Dated: Occupation:... Occupation:... Address:... Address: Telephone:... Telephone:... I/we nominate to receive electronic notification of notices by at the following address:...

10 INFORMAL PROOF OF DEBT OR CLAIM FORM ASPIREON HOMES PTY LTD (ADMINISTRATORS APPOINTED) (FORMERLY KNOWN AS INTARACT PTY LTD) ACN ( the Company ) For voting purposes at the meetings of creditors to be held under section 436E and section 439A of the Corporations Act 2001, including any adjournment of those meetings. 1. This is to state that the Company is justly and truly indebted to: (add name and address below) ABN:... for (insert amount of debt) $... Particulars of the debt are: Date Consideration (state how the debt arose) Amount (incl. GST) $ c GST $ c Remarks (include details of voucher substantiating payment) 2. Is the debt subject to any form of security: No Yes (on PPSR) Yes (other security) (if yes, describe security below, when and how it arose) 3. * I am employed by the creditor and authorised in writing by the creditor to make this statement or 3. * I am the creditor's agent authorised in writing to make this statement in writing. *omit if inapplicable I know that the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied. Dated: Occupation:... Occupation:... Address:... Address: Telephone:... Telephone:... I/we nominate to receive electronic notification of notices by at the following address:...

11 GUIDANCE FOR COMPLETING PROXY AND INFORMAL PROOF OF DEBT FORMS Form 532 Appointment of Proxy A proxy must be completed if you intend to appoint another person to act on your behalf at the meeting. The proxy is valid only for the meeting indicated, or any adjournment of that meeting. Requirements for companies and firms If the creditor is a company or a firm, a person needs to be appointed to represent that company/firm. For companies this representative needs to be appointed by completing the proxy in accordance with section 127 of the Corporations Act Alternatively, the appointed person must be authorised to act as a representative for the company per section 250D of the Corporations Act General or special proxy You may appoint either a general proxy (who is a person who may vote at their discretion at the meeting) or a special proxy (who must vote per your directions). If you appoint a special proxy, please indicate on the proxy form what directions you have given this is done by selecting or ticking the applicable box. The proxy will then vote in accordance with these directions. If necessary, you may attach additional details explaining how you wish the special proxy to vote on particular resolutions. Appointing the Chairperson If you are unable to attend the meeting and you do not have a representative who can attend on your behalf, you may if you wish appoint the Chairperson of the meeting as your proxy. The Chairperson can be appointed as a general proxy or a special proxy. However, please note the Chairperson may not be able to vote on certain resolutions where they are appointed as a general proxy. Informal Proof of Debt or Claim Form In an Administration, details of your debts are provided informally as an Administrator does not make any distributions to the existing creditors of the Companies. You need to provide us with details of your debt/claim to be able to vote at a meeting of creditors. Any admission of your debt/claim for voting purposes is not a formal adjudication on your debt/claim. We encourage all creditors to complete forms as it helps us ascertain the level of debts owed by the Companies and confirms to us that you claim to be a creditor. Please include a description of how your debt/claim arose, whether you are claiming a security interest in property and/or if you hold any guarantees or indemnities. You may attach any additional information considered relevant. You should provide supporting documents that substantiate what you are owed by the Companies. This will include documents such as unpaid invoices, statements, purchase orders and associated correspondence, leases, contracts, guarantees, indemnitees or other agreements (including all applicable terms of trade), any court order or judgement and details of any PPSR registrations. Relevant correspondence, such as s, letters and demands, should also be provided. Please include a list of the documents attached and indicate how many pages there are in total. Please contact our office if you require assistance or have a question with respect to completing either of these forms.

12 BUILTON GROUP PTY LTD (ADMINISTRATORS APPOINTED) ACN BUILTON PROPERTY HOLDINGS PTY LTD (ADMINISTRATORS APPOINTED) ACN ASPIREON HOMES PTY LTD (ADMINISTRATORS APPOINTED) (FORMERLY KNOWN AS INTARACT PTY LTD) ACN (collectively the Companies ) IMPORTANT STATEMENTS FOR CREDITORS No adoption of any contracts or assumption of liabilities The Administrators are not personally adopting, and will not adopt, any agreement or contract that you may have with the Companies. The Administrators will not be liable for any liability of the Companies under any agreement or contract with you. Any payments made by the Administrators for any goods or services does not constitute, nor in any way imply, adoption of any contract or an assumption of any liability of the Companies by the Administrators. No set-off of pre-appointment debts or claims Any amounts due from you to the Companies must not under any circumstances be set-off against amounts due from the Companies to you. No payment of existing debts or claims The Administrators cannot pay debts or claims that arose from circumstances or arrangements in place before the Administrators appointment. Payment of these amounts will depend on the outcome of the administration. Further information will be provided to you in due course in a report to be prepared by the Administrators. Restriction on actions and proceedings Sections 440B to 440F of the Act generally restrict any actions by creditors. This includes restrictions on Court proceedings and enforcement processes against the Companies or its property, and restrictions on enforcing security interests over property and taking possession or recovering that property. Where applicable, please contact the Administrators or seek your own advice. Parties with PPSA registrations over goods supplied to the Companies Please contact us to provide details of your registration, including a description of the goods you have supplied that remain unpaid. Please describe how these goods may be identified (e.g. serial numbers, model, colour, distinguishing features) and send to us copies of all relevant supporting documents, including contracts, agreements and terms and conditions of trade. Legal proceedings, liens, other claims and interests Please contact us as soon as possible if any of the following circumstances are applicable: You are involved with legal proceedings with the Companies. You are claiming a lien over property of the Companies. The Companies are in possession of other property owned by you. You otherwise are claiming security or other rights in any assets or property owned by the Companies, in its possession or under its control. General statement on care and preservation costs Please note that, where applicable, the Administrators may require payment of their reasonable costs and expenses, including remuneration, incurred in the identification, care, preservation and/or distribution of property to secured parties, or purchasers or other owners of property in the Companies possession or control. This includes circumstances where property is made available for collection. Any affected parties should obtain their own advice as they consider necessary.

13 BUILTONCORP PTY LTD (ADMINISTRATORS APPOINTED) ACN FORMERLY TRADING AS BUILTON COMMERCIAL, PLATINUM HOMES, ASPIREON HOMES, BUILTON LIVING METROSTART HOMES AND MULTI LIVING BY DESIGN BUILTON GROUP PTY LTD (ACN ) BUILTON PROPERTY HOLDINGS PTY LTD (ACN ) ASPIREON HOMES PTY LTD (FORMERLY KNOWN AS INTARACT PTY LTD) (ACN ) ( the Companies ) INITIAL ADVICE TO CREDITORS ON BASIS OF REMUNERATION 1. REMUNERATION METHODS There are four (4) basic methods which can be used to calculate the remuneration charged by an Insolvency Practitioner. They are: (a) Time Based / Hourly Rates This is the most common method. The total fee charged is based on the hourly rate charged for each person who carried out the work multiplied by the number of hours spent by each person on each of the tasks performed. Each hour is charged in six (6) minute intervals. (b) Fixed Fee The total fee charged is normally quoted at the commencement of the administration and is the total cost for the administration. Sometimes a practitioner will finalise an administration for a fixed fee. (c) Percentage The total fee charged is based on a percentage of a particular variable, such as the gross proceeds of assets realisations. (d) Contingency The practitioner s fee is structured to be contingent on a particular outcome being achieved. 2. METHOD CHOSEN Given the nature of this administration, it is proposed that the Administrators remuneration be calculated on the time based / hourly rates basis for the following reasons: It ensures that creditors are only charged for work that is performed. We are required to perform a number of tasks which do not relate to the realisation of assets, for example responding to creditor enquiries, reporting to ASIC, distributing funds in accordance with the provisions of the Corporations Act We are unable to estimate with certainty the total amount of fees necessary to complete all tasks required in the administration. 3. EXPLANATION OF HOURLY RATES AND DISBURSMENTS A schedule of hourly rates for our remuneration calculation together with a general guide showing the qualifications and experience of staff engaged in the administration and a description of the role that they take in an administration is enclosed. It is noted that the hourly rates charged encompass the total cost of providing professional services and should not be compared to an hourly wage.

14 4. DISBURSEMENTS Disbursements are divided into three types: Externally provided professional services - these are recovered at cost. An example of an externally provided professional service disbursement is legal fees. Externally provided non-professional costs such as travel, accommodation and search fees - these are recovered at cost. Internal disbursements such as photocopying, printing and postage. These disbursements, if charged to the Administration, would generally be charged at cost; though some expenses such as telephone calls, photocopying and printing may be charged at a rate which recoups both variable and fixed costs. The recovery of these costs must be on a reasonable commercial basis. We are not required to seek creditor approval for disbursements, but must account to creditors. A schedule providing details of the basis of recovering internal disbursements in this administration is enclosed. Full details of any actual costs incurred will be provided with future reporting. 5. ESTIMATE OF FEES We estimate that the fees for the administration of the Companies from the commencement to the second meeting of creditors to be in the vicinity of between $100,000 and $200,000 (ex GST). Please note that this is an estimate only and may be subject to change depending on the actual work required and issues which may arise by virtue of the administration. Further specific details will be provided in a remuneration report which will be circulated to creditors prior to the second meeting of creditors. Dated this 24th day of January JEREMY JOSEPH NIPPS Administrator Page 2

15 Classification Appointee/Partner Associate Director Senior Manager Manager Supervisor Senior 1 Senior 2 Intermediate 1 Intermediate 2 Accountant GUIDE TO HOURLY RATES (GST EXCLUSIVE) Guide to Level of Insolvency Experience Registered liquidator/trustee, responsible for all aspects of administration. Non appointee bringing significant experience to the assignment. Minimum of ten years insolvency experience, at least five years at manager level and capable of controlling all aspects of an administration. May be appropriately qualified to take appointments in his/her own right. More than seven years insolvency experience, more than three years as a manager. Answerable to the appointee but otherwise responsible for all aspects of administration. Experienced at all levels and considered very competent. Controls staff and their training. Six to seven years insolvency experience, with well-developed technical and commercial skills. Should be constantly alert to opportunities to meet clients needs and to improve the clients future operation either by revenue enhancement or by reducing costs and improving efficiency. Four to six years insolvency experience. Will have conduct of minor administrations and experience in control of one to three staff. Assists planning and control of medium to larger jobs. Two to four years insolvency experience. Assists planning and control of small to medium sized jobs as well as performing some of the more difficult work on larger jobs. One to two years insolvency experience. Required to control fieldwork on small jobs and is responsible for assisting complete fieldwork on medium to large jobs. 0 to two years insolvency experience. Graduate with little or no professional experience. Required to assist in day to day fieldwork under supervision of more senior staff. 0 to two years insolvency experience. Required to assist in day to day fieldwork under supervision of more senior staff. 0 to one year insolvency experience. Trainee undertaking a degree with an accountancy major. Required to assist in day to day fieldwork under supervision of more senior staff. Hourly Rate ($) Senior Secretary Appropriate skills Secretary Appropriate skills Notes: 1. The Guide to level of Insolvency Experience is intended only to be a guide as to the qualifications and experience of the staff engaged. It should be noted that in some instances staff may be engaged under an appropriate classification principally due to their experience. 2. Time spent on matters is recorded and charged in six (6) minute intervals. 3. This Guide to Hourly Rates is effective as at 1 July 2016.

16 DISBURSEMENT COST (GST EXCLUSIVE) Type of Disbursement Advertising ASIC Filing Fees Courier Fees File Establishment Fee Mail outs Storage Costs Searches Stationery Photocopying Printing Fax Cost Calculation $12.50 per file $0.65 per B&W page $1.50 per colour page $0.65 per B&W page $1.50 per colour page $1.20 local $2.00 interstate Travel Airfares Accommodation Meals Cents per Kilometre 1600cc $ cc $ cc - $0.75 Postage Sundry Legal fees Insurance Premiums Telephone Calls Notes: 1. Guide to Disbursements is effective as at 1 September 2014.

17 DECLARATION OF INDEPENDENCE, RELEVANT RELATIONSHIPS, AND INDEMNITIES BUILTONCORP PTY LTD (ADMINISTRATORS APPOINTED) ACN FORMERLY TRADING AS BUILTON COMMERCIAL, PLATINUM HOMES, ASPIREON HOMES, BUILTON LIVING METROSTART HOMES AND MULTI LIVING BY DESIGN BUILTON GROUP PTY LTD (ACN ) BUILTON PROPERTY HOLDINGS PTY LTD (ACN ) ASPIREON HOMES PTY LTD (FORMERLY KNOWN AS INTARACT PTY LTD) (ACN ) ( the Companies ) This document requires the Practitioner(s) appointed to an insolvent entity to make declarations as to: A. Their independence generally; B. Relationships, including: i. The circumstances of the appointment; ii. iii. iv. Any relationships with the Companies and others within the previous 24 months; Any prior professional services for the Companies within the previous 24 months; That there are no other relationships to declare; and C. Any indemnities given, or up-front payments made, to the Practitioner(s). This declaration is made in respect of us, Dino Travaglini and Jeremy Joseph Nipps, our fellow partners, Cor Cordis Chartered Accountants ( Cor Cordis or Firm ) and associated entities. A. INDEPENDENCE We, Dino Travaglini and Jeremy Joseph Nipps of Cor Cordis, have undertaken a proper assessment of the risks to our independence prior to accepting the appointment as voluntary administrators of the Companies in accordance with the law and applicable professional standards. This assessment identified no real or potential risks to our independence. We are not aware of any reasons that would prevent us from accepting this appointment. B. DECLARATION OF RELATIONSHIPS i. Circumstances of appointment Mr Travaglini was contacted by the director of the Companies following an introduction by an employee of Builton Capital Pty Ltd (the referrer ). We believe that the introduction/referral does not result in us having a conflict of interest or duty because of the following reasons: (a) Neither the referrer, the Companies or its director have previously referred insolvency or other work to us, or our Firm. (b) We do not have any personal or other recent business relationships with the referrer. The referrer is known to Mr Travaglini in the business community generally and from work at a predecessor accounting firm approximately 10 years ago.

18 (c) There are no conditions on the conduct or outcome of this administration arising from the referral, including no fees/commissions, agreements for work in the administration, or other benefits. (d) Referrals arising from networks of business professionals, advisors and other persons are normal and accepted arrangements in professional services businesses. The existence of a referral does not inherently impact on us discharging our statutory duties and obligations with independence and impartiality. ii. Pre-appointment contact Mr Travaglini first met the director, Mr Troy Felt, and other management staff of the Companies on 6 December The purpose of the meeting was to discuss in general terms the financial position of the Companies and the broader group of entities comprising the Builton group. At that stage, the Companies were considering a restructure of their financial affairs and recapitalisation. We were provided with financial information regarding the Companies and the broader Builton group, for our information and review. Further meetings were held with the Companies director/management on 23 December 2016 and on 3, 9 and 13 January At these meetings, options to restructure the Companies were discussed, including the possibility of voluntary administration. In summary terms, the meetings, discussions and correspondence above have been for the following purposes: (a) (b) (c) To obtain sufficient information about the Companies to enable an understanding about the financial position of the Companies, their business and operations; To discuss restructure options for the Companies, including an explanation of the types of insolvency processes available (being voluntary administration, deed of company arrangement and liquidation) and the consequences of these forms of external administration; and For us to consider and provide consent(s) to act as voluntary administrators. We have received no remuneration for this advice. As the Companies have financiers which are substantial secured creditors, we attended a joint meeting with the Companies and the Commonwealth Bank of Australia on 17 January We have also had discussions with the Bank of Queensland Limited and Westpac Banking Corporation during the week ended 20 January The purpose of these meetings/discussions were to provide the financiers with a general update on position of the Companies, to inform them that the Companies were considering appointing us as voluntary administrators, and to outline (if this occurred) what ongoing support the Companies may need from its financiers. In our opinion, the above matters do not affect our independence for the following reasons: (a) (b) (c) (d) The Courts and relevant professional bodies 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 is an impediment to accepting the appointment; The nature of the advice provided to the Companies is such that it would not be subject to review and challenge during the course of our appointment; No advice has been given to the director in his capacity as director of the Companies, or in relation to their personal circumstances; No advice has been provided to the financiers with respect to their position as secured creditors of the Companies; and Page 2

19 (e) The pre-appointment advice will not influence our ability to be able to fully comply with the statutory and fiduciary obligations associated with this administration in an objective and impartial manner. We have provided no other information or advice to the Companies, its director and advisors prior to our appointment beyond that outlined in this Declaration. 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 Commonwealth Bank of Australia Bank of Queensland Limited Westpac Banking Corporation (the secured parties, all being a secured creditor of one or more entities comprising the Companies). Cor Cordis has relationships with the secured parties due to the nature of business advisory and insolvency work the Firm undertakes. This includes acting in receivership (and similar) appointments and performing independent business review roles, where one of the secured parties has provided banking, loan, lease, or similar facilities to companies and individuals. We believe that this relationship does not result in a conflict of interest or duty because: Cor Cordis has not been engaged by any of the secured parties to undertake work, provide advice or perform services in respect of the Companies; We have had no previous contact with any of the secured parties with respect to the Companies; and The work that Cor Cordis undertakes for the secured parties from time to time on other engagements will not influence our ability to be able to fully comply with the statutory and fiduciary obligations associated with our appointment as voluntary administrators of the Companies in an objective and impartial manner. Builtoncorp Pty Ltd Builton Group Pty Ltd Builton Property Holdings Pty Ltd Aspireon Homes Pty Ltd (All Administrators Appointed) (collectively the Companies ) We have been appointed as voluntary administrators to each of these entities concurrently. The Companies are related to each other by way of a common director/ownership. We believe that this relationship does not result in a conflict of interest or duty because: The Companies are part of a group of entities that collectively operate a property development business together. The nature of the business operations mean that the administrations can be conducted more efficiently by one firm of practitioners; Having different firms of practitioners appointed to different entities would adversely impact the effectiveness of stabilising the business, securing assets and the ability to potentially restructure; and At the time of appointment, we were not aware of circumstances that would give rise to conflicts of interest between the Companies. Should Page 3

20 Name Nature of relationship Reasons such a conflict arise, we will keep creditors informed and take appropriate action to resolve the conflict. iii. Prior Professional Services to the Insolvent Neither we nor our Firm have provided any professional services to the Companies in the previous 24 months. iv. No other relevant relationships to disclose There are no other known relevant relationships, including personal, business and professional relationships, from the previous 24 months with the Companies, an associate of the Companies, a former insolvency practitioner appointed to the Companies or any person or entity that has security over the whole or substantially whole of the Companies property that should be disclosed. C. INDEMNITIES AND UP-FRONT PAYMENTS We have not been indemnified in relation to this administration, other than any indemnities that we may be entitled to under statute and we have not received any up-front payments in respect of our remuneration or disbursements. This does not include statutory indemnities. We have not received any other indemnities or upfront payments that should be disclosed. Dated this 24th day of January Dino Travaglini.. Jeremy Joseph Nipps Note: 1. If circumstances change, or new information is identified, I am/we are required under the Corporations Act 2001 and the ARITA Code of Professional Practice to update this Declaration and provide a copy to creditors with my/our next communication as well as table a copy of any replacement declaration at the next meeting of the insolvent s creditors. Any relationships, indemnities or up-front payments disclosed in this Declaration must not be such that the Practitioner is no longer independent. The purpose of components B and C of this Declaration is to disclose relationships that, while they do not result in the Practitioner having a conflict of interest or duty, ensure that creditors are aware of those relationships and understand why the Practitioner nevertheless remains independent. Page 4

21 Insolvency information for directors, employees, creditors and shareholders ASIC has 11 insolvency information sheets to assist you if you re affected by a company s insolvency and have little or no knowledge of what s involved. These plain language information sheets give directors, employees, creditors and shareholders a basic understanding of the three most common company insolvency procedures liquidation, voluntary administration and receivership. There is an information sheet on the independence of external administrators and one that explains the process for approving the fees of external administrators. A glossary of commonly used insolvency terms is also provided. The Insolvency Practitioners Association (IPA), the leading professional organisation in Australia for insolvency practitioners, endorses these publications and encourages its members to make their availability known to affected people. List of information sheets INFO 41 Insolvency: a glossary of terms INFO 74 Voluntary administration: a guide for creditors INFO 75 Voluntary administration: a guide for employees INFO 45 Liquidation: a guide for creditors INFO 46 Liquidation: a guide for employees INFO 54 Receivership: a guide for creditors INFO 55 Receivership: a guide for employees INFO 43 Insolvency: a guide for shareholders INFO 42 Insolvency: a guide for directors INFO 84 Independence of external administrators: a guide for creditors INFO 85 Approving fees: a guide for creditors Getting copies of the information sheets To get copies of the information sheets, visit ASIC s website at The information sheets are also available from the IPA website at The IPA website also contains the IPA s Code of Professional Practice for Insolvency Professionals, which applies to IPA members. Important note: The information sheets contain 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. These documents may not contain all of the information about the law or the exceptions and qualifications that are relevant to your circumstances. You will need a qualified professional adviser to take into account your particular circumstances and to tell you how the law applies to you. Australian Securities & Investments Commission, December 2008 Page 1 of 1