Thursday, June 27, 2019

NSW Liberal donor Minshen Zhu's Top Group, the LPAB,the AG,and Sharon Austen Ltd

by Ganesh Sahathevan

As reported earlier on this blog:
The LPAB and AG were also queried about the exclusion from the 2015 Annual Report of material that had been disclosed in the 2012 Annual Report where it is stated that LPAB member Dr Gordon Elkington was assigned to TEQSA to assist with the TOP application for the relevant licenses from TEQSA.

The exclusion from the 2015 annual report of the information disclosed in the 2012 annual report gives the impression that the LPAB's assessment of the TOP application in 2015 was a dealing with a party with which it had no prior relationship, when in fact it had.

The LPAB, and the AG Mark Speakman SC, have also failed to disclose,at all times, Dr Elkington's corporate history.which includes the spectacular failure of Sharon Austen Ltd (ASX:SEX), a company in which he was company secretary,and which failed just two years after its IPO and listing. There is much about Dr Elkington that is in the public domain. A search of the Factiva database shows the following:

a)But minority shareholders, former law lecturer cum erotic company ( director Dr Gordon Elkington and Adelaide-based Trevin Love, are sick of waiting.
(CBD,Edited By Kate Askew,10 May 2000,Sydney Morning Herald)

b)The shareholder who opposed Futuris' 4-for-1 scrip offer was Dr Gordon Elkington, whom readers of this column would remember as being part of Rob Catto's happy troupe of small-time greenmailers.
(BOURSE SAUCE,Robert Weatherdon,,30 June 1993,The Australian Financial Review,)

c)Another minority shareholder, Dr Gordon Elkington, who has been involved in a number of "greenmail" plays with Mr Catto, said: "There's a group of people out there - and most of them know each other - and they don't like to be ripped off. However, I get the impression that people interested in these things think it's fair."

One of Mr Catto's companies, Super John, owns 333,000 shares, meaning he will make a profit of about $216,000 if the deal is approved. Dr Elkington said he was only a small shareholder.

Dr Elkington said: "One of the important things to learn from this case is that it isn't hard for majority shareholders to get rid of minorities as long as they are reasonable. People that are tarred with the brush of being trouble-makers are really only just standing up for their rights."

One of the most recent greenmail plays involving Mr Catto and Dr Elkington was Southcorp's 1996 takeover of Coldstream Wines. Their status as minority shareholders has been fought over in the courts with a full bench of the Federal Court last month forcing Southcorp to reinstate them to Coldstream's register.
(BOURSE SAUCE,Robert Weatherdon,,30 June 1993,The Australian Financial Review,))

d) Other recent greenmail situations involving Mr Catto include the Texas Utilities takeover of Allgas and Mayne Nickless's bid to take out minorities in Hospital of Australia Investment Fund in 1993.

During the late '80s and early '90s, he was a fly in the ointment in numerous deals, including Pioneer International's attempt to take Ampol private, Mr Kerry Packer's bid for Muswellbrook Energy, Industrial Equity's bid for Top Australia and Westpac's bid for AGC.
(Win For Small Shareholders,By Morgan Mellish,26 April 1999,Sydney Morning Herald)

The LPAB and its officers seem to have determined that the above would remain hidden from public view.Questions put concerning Dr Elkington  to the Chairman of the LPAB, the Chief Justice NSW Thomas Bathurst ,have been met with the customary non-response( the CJ was has had a long and illustrious career as one of this country's leading commercial QCs,and hence the questions).

Students committing hundreds of thousands of dollars to Top Group for Law degrees have every right to know the history of those involved in providing Top Group its credentials. Top Group is a listed company and its record since listing on the HKEX in May last year would be of concern to any student:

Top Education Group share price movements require explanation from NSW LPAB, TEQSA,and AG Speakman; Top's declining cash flow from operations adds to worries

That the LPAB officer who was assigned the task of evaluating Top Group's application has himself a corporate history that includes a very public failure cannot be irrelevant. 



NSW Libs received donations of $44,275 from TOP Education Grosup just before after TOP was granted the "first & only" licenset issued a private company to award law degrees: AG Speakman and his LPAB refuse to disclose all details in the LPAB Annual Reports

by Ganesh Sahathevan

Troy Grant MP

Mark Speakman

As First Law Officer of the state, Mark oversees 
the administration of almost 200 Acts of Parliament, 
the most of any minister in the NSW Government. 

The Legal Profession Admission Board is a  statutory body chaired by the Chief Justice of New South Wales.Its annual report is tabled in the NSW Parliament by the Attorney General NSW , currently Mark Speakman SC,for approval.

The LPAB's duties include granting licenses for the award of  Bachelor of Laws (LLB) degrees to interested parties ,which until recently were all public universities. In 2015 the LPAB issued a license to grant LLBs to TOP Education Group Ltd, which proudly proclaims the fact that it is the "first and only" private company to have been granted such a license. 

The AG NSW is also the Liberal Member for Cronulla and he,as well as the LPAB , have been queried about the following issues discovered in the LPAB's 2015 Annual Report which relate to the TOP Group application. 

The  LPAB states in its 2015 Annual Report:

In addition, the LPAB received an application for accreditation of a new law degree to be offered by a non-university provider, TOP Education Institute (LLB).
The LPAB considered the advice of its Accreditation Sub-Committee and Legal Qualifications Committee, and also consulted with other admitting authorities through the Law Admissions Consultative Committee (LACC),  before deciding to accredit the new degree with effect from 1 January 2015.

With regards the above the LPAB and the  AG have  been asked why in considering the TOP application they  appear not to have considered   TOP  Group's CEO and controlling shareholder Minshen Zhu's  business failures which were a matter of public record in 2015 ,and collated in its 2018 Prospectus issued in connection with the Initial Public Offering (IPO) of its stock and listing on the Hong Kong Stock Exchange. Zhu's business failures are listed on page 160 and 167 of the IPO Prospectus. They are failures in small businesses which in turn raise questions about his capacity to fund a much larger venture like TOP.

The LPAB and AG were  also queried about the exclusion from the 2015 Annual Report of material that had been disclosed in the 2012 Annual Report where it is stated  that LPAB member Dr Gordon Elkington was assigned to TEQSA to assist with theTOP  application for the relevant licenses from TEQSA. 

The exclusion from the 2015 annual report of the information disclosed in the 2012 annual report gives the impression that the LPAB's assessment of the TOP application in 2015 was a dealing with a party with which it had no prior relationship, when in fact it had.

All of the above would be of  concern to both students and investors given the dramatic collapse in TOP's share price, The AG and the LPAB have confirmed in writing that they are not interested in answering any of the questions above.

It has since been discovered that in the 4 months or so prior to the LPAB granting TOP  the license to issue law degrees,TOP made donations worth AUD 44 275 to the Liberal Party NSW Branch.

While  Mr Speakman is AG and the most senior law officer in the state, he is first and foremost a politician.He would not be AG had he not been elected.

It was to his party that the above donations have been made,and his refusal to answer the questions above does raise the perception that something is not quite right. 

His Department Of Justice has in the past shown that theMinister ,his Department Of Justice,and the LPAB can and do work together in the interest of their Minister and vice versa.This has included a recent non-disclosure of complaints against the LPAB and the College Of Law in the 2018 Annual Report.

Hence it is not unreasonable to expect that together they  provide answers to these issues which are of public interest,and which concern their conduct as public servants.


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