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Decision made in ASIC, Mariner case

The corporate regulator has been unsuccessful in its legal action against Mariner Corporation.

On 19 June 2015, the Federal Court found the company had not breached the law and its directors had not breached their duties when making a proposed takeover bid for financial services company Austock Group Limited in 2012.

In a statement, ASIC said it had noted the Federal Court’s decision regarding its action against Mariner Corporation Limited and its current and former directors.

ASIC said it would “review the judgement”.

The corporate regulator began its legal action against Mariner and its chief executive and managing director, Darren Olney-Fraser; current director Donald Christie; and former director Matthew Fletcher, in April 2014.

At the time, ASIC said it was seeking financial penalties and disqualification orders against the company and these three executives.

According to a statement, ASIC alleged that “Mariner was reckless as to whether it could perform its obligations under the proposed bid because it did not have the financial resources to fund the bid or any commitment or assurance from another party to fund the bid at the time of the announcement”; that “the announcement was misleading because the proposed bid was at a price less than Mariner was permitted to offer and because it misled the market as to Mariner’s ability to fund the bid”; and that “the directors breached their duties by failing to give sufficient consideration to the steps that needed to be taken before making the announcement”.