in the supreme court of victoria at melbourne … · affidavit from my own knowledge. where i...

IN THE SUPREME COURT OF VICTORIA AT MELBOURNE COMMERCIAL AND EQUITY DIVISION COMMERCIAL COURT

S Cl 2010 7029

IN THE MATTER OF TIMBERCORP SECURITIES LIMITED (IN LIQUIDATION) (ACN 092 311 469)

TIMBERCORP SECURITIES LIMITED (IN LIQUIDATION) (ACN 092 311 469) IN ITS CAPACITY AS RESPONSIBLE ENTITY OF THE 2004 TIMBERCORP TABLE

GRAPE PROJECT (ARSN 108 648 086) AND THE 2005 TIMBERCORP TABLE GRAPE PROJECT (ARSN 113 512 236) AND ORS ACCORDING TO THE SCHEDULE

Plaintiffs

AFFIDAVIT OF BRIDGET ELLEN SLOCUM

Date of document: 1 February 2011 Filed on behalf of: the Plaintiffs

Prepared by: ARNOLD BLOCH LEIBLER Solicitor’s Code: 54 Lawyers and Advisers DX 38455 Melbourne Level 21 Tel: 9229 9999 333 Collins Street Fax: 9229 9900 MELBOURNE 3000 Ref: 01-1570028

(Leon Zwier - [email protected] )

I, BRIDGET ELLEN SLOCUM of Level 21, 333 Collins Street, Melbourne, in the State of

Victoria, Lawyer, MAKE OATH AND SAY that:

I am a solicitor employed by Arnold Bloch Leibler (ABL), the solicitors for the plaintiffs

and under the supervision of my principals I assist in the care and conduct of this

proceeding on behalf the plaintiffs. Except where I otherwise indicate, I make this

affidavit from my own knowledge. Where I depose to matters from information and

belief, I believe those matters to be true.

Correspondence between interested parties

2 By letters dated 23 December 2010, ABL served a copy of the Originating Process

dated 23 December 2010, the first affidavit of Mark Anthony Korda sworn

23 December 2010 and the affidavit of Paul Kirk sworn 22 December 2010, on each

of:

Li ABLI1363923v1 /~-f/

2

(a) the Australian Investments and Securities Commission;

(b) the Timbercorp Growers Group - which previously represented grower

interests in other Timbercorp Court applications - by their solicitors Clarendon

Lawyers;

(c) the Timbercorp Growers Group Inc - which has previously represented grower

interests in other Timbercorp Court applications - by their representative

Kerree Bezencon; and

(d) the Receivers (as that term is defined in Mark Korda’s affidavit dated

23 December 2010).

(Interested Parties)

Now produced and shown to me and marked 11 BES-1" is a copy of a bundle of these

letters (less attachments) dated 23 December 2010.

3 By email dated 25 January 20111 wrote to each of the Interested Parties (excluding

the Receivers), seeking confirmation of the Interested Parties’ positions in relation to

this application. Now produced and shown to me and marked "BES-2" is a copy of a

bundle of those emails dated 25 January 2011.

4 By email dated 28 January 2011, I sent an email to the Interested Parties and asked

those parties to advise whether they intended to file submissions in this proceeding.

Now produced and shown to me and marked "BES-3" is the email from ABL (less

attachment) dated 28 January 2011.

5 On 28 January 2011, Clarendon Lawyers sent a letter to ABL, confirming their

instructions to act for the Timbercorp Growers Group. Now produced and shown to

me and marked "BES-4" is a copy of the letter from Clarendon Lawyers dated

28 January 2011.

6 By letter dated 31 January 2011, I responded to Clarendon Lawyers’ letter. Now

produced and shown to me and marked "BES-5" is a copy of ABL’s letter dated

31 January2011.

7 By email dated 31 January 2011, Kerree Bezencon wrote to Arnold Bloch Leibler on

behalf of the Timbercorp Growers Group Inc. Now produced and shown to me and

marked "BES-6" is a copy of Kerree Bezencon’s email dated 31 January 2011.

0 ABU1363923v1 10

3

8 By email dated 31 January 2011, I wrote to Kerree Bezencon in reply to her email of

31 January 2010. Now produced and shown to me and marked "BES-7" is a copy of

my email to Kerree Bezencon dated 31 January 2011.

9 By email dated 31 January 2011, Mr Andrew Tregear of the Australian Securities and

Investments Commission wrote to me. Now produced and shown to me and marked

11 BES-8" is a copy of the email from Mr Tregear dated 31 January 2011.

10 On 1 February 2011, Clarendon Lawyers responded to our letter of 31 January 2011

Now produced and shown to me and marked "BES-9" is a copy of the letter from

Clarendon Lawyers dated 1 February 2010.

11 In addition, in late December 2009, I notified Mr Robert Downing of Macpherson &

Kelley of this application. Macpherson & Kelley have recently written directly to

KordaMentha, or to ABL, on behalf of clients who are members of the Table Grape

Projects, foreshadowing claims of misrepresentation on behalf of investors. At that

time, Mr Downing told me that he would advise me whether Macpherson & Kelley

wished to be served with the relevant Court documents in relation to this application.

I did not receive an indication either way from Macpherson & Kelley.

12 On 25 January 2011, I wrote to Macpherson & Kelley to confirm their position in

relation to this application. Now produced and shown to me and marked "BES-110" is

a copy of my email to Macpherson and Kelley dated 25 January 2011.

13 On 28 January 2011, I received a letter from Macpherson & Kelley, stating that its

clients did not intend to participate in this application. Now produced and shown to

me and marked "BES-Il" is a copy of the letter from Macpherson & Kelley dated 28

January 2011.

SWORN at Melbourne

in the State of Victoria

by BRIDGET ELLEN SLOCUM this

1st day of February 2011

Before me:

MEAGAN LOUISE GROSE AnWW Iftch L&Wr

ABU13639230 L" .21, 333 G*Mnb Strt md"WA 3000

An AutmUn WqW Pm130n*r wIthin the rnłning Of ft VOW rtun AM Iwo


S Cl 2010 7029




Plaintiffs

CERTIFICATE IDENTIFYING EXHIBIT




This is the exhibit marked "BES-l" now produced and shown to BRIDGET ELLEN SLOCUM

at the time of swearing her affidavit on 1 February 2011.

MEAGAN LOUISE GROSE Amo Bch Lebler

Laval 21,333Citns Street Before me M&boume 3000

An AUSUK110 L.gI Pmctfttoner within the meenina of the Legel Profession Act 2004

Exhibit "BES-1" Bundle of letters from Arnold Bloch Leibler dated

23 December 2010

Filed on behalf of the Plaintiffs ARNOLD BLOCH LEIBLER Lawyers and Advisers Level 21 333 Collins Street Melbourne 3000 ABLI1 372574v1

DX 38455 Melbourne Tel: 9229 9999 Fax: 9229 9900 Ref: 01-1570028 (Leon Zwier)

Arnold Bloch Leibler Lawyers and Advisers

23 December 2010

By E-mail and Courier Your Ref Private & Confidential Our Ref BES

File No. 011570028

Andrew Tregear Contact

Australian Securities & Investments Commission Bridget Slocum Direct 61 3 9229 9631 GPO Box 9827 Facsimile 61 3 9916 9358

Melbourne VIC 3001 [email protected]

Dear Andrew

In the matter of Timbercorp Securities Limited (In Liq) (ACN 092 311 469) S Cl 2010 07029

Please find enclosed, by way of service, copies of:

(a) the originating process, filed 23 December 2010;

(b) the affidavit of Mark Korda, sworn 23 December 2010; and

(c) the affidavit of Paul Kirk, sworn 22 December 2010.

Yours sincerely Arnold Bloch Leibler

Level 21 333 Collins Street Melbourne Victoria 3000 Australia

DX36455 Melbourne w,abI.com.au

Telephone 61392290099 Facsimile 613 9229 9900

� "~lp 17

MELBOURNE

SYDNEY Partners Mark M Leibler AC Henry 0 Lancer Joseph Borenoztajn Leon Zwier Philip Chester Ross A Paterson Stephen I Sharp Kenneth A Gray Kevin F Frawley Michael N Dodge Jane C Sheridan Steven Klein Leone R Thompson Zaven Mardirosuian Jonathan M Wenig Paul Sokoloonki Paul Rubenstein Peter M Seidel Alex King John Mitchell Nicole Gordon Ben Mahoney Sam Dollard Lily Tell Henry Skene Andrew Silberberg Lisa Menvealher Jonathan Mil ner John htengoliar

Senior Litigation Counsel Robert J Heathente

Special Counsel Danuta Czuhw1cki Simosne Elnteld

SenIor Associates Sue Kee Jolla Cleetand Caroline Goelden Matthew Ieee Genevieve Sexton Jeremy Leibler Amelia Kelly Benjamin Macstint Krishna Vemrey Seaton Theobald Reagan Thackwray Teresa Ward Jason Btankfield Kate O’den Christine Fleer Shaun Cartoon Nancy Collins Susanne Ford Kimberley MacKay

Consultants Allan Fete AG Steven M Shale A0

ABL113342170


23 December 2010

By E-mail and Courier Private & Confidential


DX38455 Melbourne www.abl.com.au

Telephone 613 9229 9999 Facsimile 613 9229 9900

Your Ref Our Ref BES File No. 011570026

Michael Fernon Clarendon Lawyers Director Level 17 North Rialto Tower 525 Collins Street Melbourne VIC 3000

Contact Bridget Slocum Direct 81 3 9229 9631 Facsimile 61 3 9916 9358 [email protected]

MELBOURNE

SYDNEY

Dear Michael






Yours spc

Arnold"BA

Leibler

Partners Mark Leibler AC Henry C Lancer Joseph Borenszlalu Leon Zwier Philip Chester Ross A Paterson Stephen L Sharp Kenneth A Gray Kevin F Frawley Michael N Dodge Jane C Sheridan Steven Klein Leonie R Thompson Zaven Marrtimusian Jonathan M Wang Paul Sokolownbi Paul Rubenstein Peter M Seidel Ales King John Mitchell Nicole Gordon Ben Mahoney Sam Dullard Lily Tea Henry Stcene Andrew Silberbeng Lisa Merrywealher Jonathan Milner John MenguFian

Senior Litigation Counsel Robert J Heuthcote

Special Counsel Canals Czuchwicki Simonne Einfetc

Senior Associates Sue Kee JorjaCleeland Caroline Goutden Matthew Lees Genevieve Sexton Jeremy Leibler Amelia Kelly Benjamin Marshall l<riotina Vermey Seaton Tireobald Reagan Thactrwray Teresa Ward Jason Btanlrfleld Kate O’Brien Christine Fleer Shaun Cartoon Nancy Collins Susanna Ford Kianberley MacKay

Consultants Man Fels AC Steven M Skala AC

ABL/1 334243v1


23 December 2010.






Kerree Bezencon P0 Box 1147 HealesvUle VIC 3777

Dear Kerree

Contact Bridget Slocum Direct 61 3 9229 9631 Facsimile 61 39916 9358 bslocumtabl.com.au


MELBOURNE

SYDNEY





Abler

Partners Mark M Leibler AC Henry D Lanzer Joseph Borensztajn Leon Zwier Philp Chester Runs A Paterson Stephen I. Sharp Kenneth A Gray Kevin F Frawley Michael N Dodge Jane C Sheridan Steven Klein Leonle R Thompson Zaven Mardirossian Jonathan MWenrg Paul Sokolowski Paul Rubenstein Peter Seidel Alex King John Mitchell Movie Gordon Ben Mahoney Sam Dullard Lily Tell Henry Skene Andrew Sdbertnerg Lisa Men)wealher Jonathan Milner John Mengollan

Senior Litigation Counsel Robert J Heathcole

Special Counsel Daneta Czuchwtchi Simonne Elnmeld

Senior Associates Sue Kee Jorja Cleeland Caroline Goelden Matthew Lees Genevieve Sexton Jeremy Leibler Amelia Kelly Benjamin Marshal t<riohna Venmey Sexton Theobald Reagan Thacicwray Teresa Ward Jason Blanhfield Kate O’Brien Christine Fleer Shaun Cartoon Nancy Collins Susanna Ford Kimberley MacKay

Consultants Allan Fels AO Steven M Skala-A0

ABL./1 334254v1


23 December 2010



0X38455 Melbourne www.abl.com.au



Clint Hinchen Aliens Arthur Robinson Partner Level 27 530 Collins Street Melbourne VIC 3000

Contact Bridget Slocum Direct 613 9229 9631 Facsimile 61 3 9916 9358 [email protected]

Dear Clint






Yours sincerely ArnoId8loch Leibler

Slocum

MELBOURNE

SYDNEY

Partners Mark M Leibler AC Henry 0 Lancer Joseph Borensztajn Leon Zwier Philip Chester Ross Paterson Stephen I Sharp Kenneth A Gray Kevin F Frawley Michael N Dodge Jane C Sheridan Steven Klein Leonia R Thompson Zaven Mardiroosian Jonathan M Wenig Paul Sokolowski Paul Rubenstein Peter M Seidel Alex King John Mitchell Nicole Gordon Ben Mahoney Sum Dollard Lily Tell Henry Shone Andrew Silberherg Lisa Merryweather Jonathan Milner John Mongolian

Senior LItigation Counsel Robert J Heathcote

Special Counsel Danela Czuchwicki Srrionne Binfeld

Senior Associates Sue Kee Jeria Cleeland Carolina Goulden Matthew Lees Genevieve Sexton Jeremy Leibler Amelia Kelly Benjamin Marshal Krishna Vermey Seams Theobald Reagan Thackv.ray Teresa Ward Jason Blanlrfield Kate O’Brien Christine Fleer Shaun Cartoon Nancy Collins Susanna Ford Kimberley MacKay

Consultants Atlas Fels AG Steven U Skate AG

ABL/1334217v1


S Cl 2010 7029




Plaintiffs




(Leon Zwier - lzwier'abl.com.au )

This is the exhibit marked "BES-2" now produced and shown to BRIDGET ELLEN SLOCUM


MEAGAN LOUISE GROSE Arnold och Labler

Level 2l,333Co*nsStreet Before me Melbourne 3000

An Australian Legal Practitioner within the meaning of the Legal Profession Act 2004

Exhibit "BES-2" Bundle of emails from Arnold Bloch Leibler dated

25 January 2011

Filed on behalf of the Plaintiffs ARNOLD BLOCH LEIBLER Lawyers and Advisers Level 21 333 Collins Street Melbourne 3000 ABU1 372574v1


bES

Meagan Grose

From: Val Kantarovski on behalf of Bridget Slocum Sent: Tuesday, 25 January 201112:23 PM To: ’[email protected] ’ Subject: SCI 2010 7029 - Table Grape Schemes

Dear Andrew

I refer to our letter dated 24 December 2010, enclosing copies of the Court documents for the application for directions regarding the sale of assets associated with the Timbercorp Table Grape Schemes.

I would be grateful if you could please advise by way of return email whether you intend to appear at the hearing on 2 February 2011 in support of, or in opposition to, the proposed directions.

Kind regards

Bridget Slocum I Lawyer

Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 T: +61 3 9229 96311 F: +61 39916 9358 bslocumabl.com.au I www.abl.com.au

Arnold Bloch Leibler acknowledges the traditional owners of country throughout Australia.

Meagan Grose

From: Vat Kantarovski on behalf of Bridget Slocum Sent: Tuesday, 25 January 2011 12:22 PM To: ’kerreesiger.com.au’ Subject: SCI 2010 7029 - Table Grape Schemes

Dear Kerree



Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 T: +61 3 9229 9631 1 F: +61 3 9916 9358 bslocumabl.com.au I www.abl.com.au


Meagan Grose

From: Val Kantarovski on behalf of Bridget Slocum Sent: Tuesday, 25 January 201112:22 PM To: ’Michael Fernon’ Subject: SCI 2010 7029- Table Grape Schemes

Dear Michael



Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 T: +61 3 9229 9631 I F: +61 3 9916 9358 bslocumabl.com.au j www.abl.com.au



S CI 2010 7029




Plaintiffs







MEAGAN LOUISE GROSE Amo och Lebw

Level 21, 333 CollIns Street Meoume 3000

An Austrellen LeØI Pmłtltloner wkhln the 0*6100 W tfls h( eeeqlen Act 2004

Before me ffll- -~ .................... Exhibit "BES-3"

Email from Arnold Bloch Leibler dated 28 January 2011

Filed on behalf of the Plaintiffs ARNOLD BLOCH LEIBLER

DX 38455 Melbourne

Lawyers and Advisers

Tel: 9229 9999 Level 21

Fax: 9229 9900 333 Collins Street

Ref: 01-1565015 Melbourne 3000

(Leon Zwier) ABU1372574v1

bE-s 3 Meagan Grose

From: Bridget Slocum Sent: Friday, 28 January 2011 9:07 AM To: ’Nahum, Danielle’; ’Hinchen, Clint’; ’Michael Fernon’; ’Celia Armstrong’; ’Andrew Tregear

([email protected] )’; ’[email protected] ’ Cc: Karen Thomas Subject: Bella Vista Court Application SCI 2009 7029 - Plaintiffs’ Submissions Attachments: Plaintiffs’ Submissions. pdf

Dear Parties,

Please see attached submissions filed on behalf of the plaintiffs.

The Court book is due today at 12pm. As you will have seen from my email to the Associate, we will not be delivering it until early afternoon, as we are awaiting some further material from the Receivers’ solicitors.

Accordingly, if you wish to have any affidavit material or submissions included in the Court book, please advise us by return email, copied to Karen Thomas (kthomas(abl,com.au) this morning.

Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 1: +61 3 9229 96311 F: +613 9916 9358 bslocumabl.com.au I www.abl.com.au



S CI 2010 7029




Plaintiffs



Prepared by: ARNOLD BLOCH LEIBLER Solicitor’s Code: 54 Lawyers and Advisers DX 38455 Melbourne

Level 21 Tel: 9229 9999 333 Collins Street Fax: 9229 9900 MELBOURNE 3000 Ref: 01-1570028




MEAGAN LOUISE GROSE Amo Bioch Ii

Level 21, 333 CollIns Before me Melbourne 3000


Exhibit "BES-4" Letter from Clarendon Lawyers to Arnold Bloch Leibler

dated 28 January 2011



1~~C-!:s - L~

C clarendon

LAWYERS

28 January 2011

Level 17 Rialto North Tower 103 8621 4400 F 03 8621 4,1 99 525 Collins Street Melbourne www.clarendonlawyers.comau Victoria 3000 Australia ABN 43 704 593 249

Our Ref: CJAMJF:1000664

Bridget Slocum Arnold Bloch Leibler Level 21 333 Collins Street MELBOURNE VIC 3000 By Email: [email protected]

Dear Bridget

In the matter of Timbercorp Securities Limited (In Liq) (ACN 092 311469) - SC) 2010 07029

We refer to previous correspondence in relation to the above proceeding.

We confirm that we have instructions to act on behalf of the TGG in relation to this matter.

We refer to the originating process of your client dated 23 December 2010. Our client has no objection to the directions proposed by your clients provided that the orders include terms that substantially reflect the qualifications made in paragraph 27 of the affidavit of Mark Anthony Korda dated 23 December 2010 and filed in support of the originating process. Specifically, that the liquidators agree "not to exercise power to surrender the Grower Licences until the Sale Contracts are completed to ensure that the Growers receive consideration for the surrender of their rights".

We would be grateful if you would confirm that your clients agree to this qualification as soon as possible so that our client can, if need be, further consider its position in respect of the hearing of your client’s application due to occur on 2 February 2011.

Yours faithfully

/’ichaelFerno " Director

Direct Tel: 038681 4419 Email [email protected]

GAR001_1000564_006


S Cl 2010 7029




Plaintiffs







MEAGAN LOUISE GROSE Arnold Bloch Leibler

Level 2l,33S Collins Street Before me Melbourne 3000


Exhibit "BES-5" Letter from Arnold Bloch Leibler to Clarendon Lawyers




ES5


31 January 2011

URGENT

By E-mail




Your Ref CJA;MFJ: 1000664 Our Ref BESLZ File No. 011570028

Michael Fernon Director Clarendon Lawyers Level 17 Rialto North Tower 525 Collins Street Melbourne VIC 3000

Contact Bridget Slocum Direct 613 9229 9831 Facsimile 613 9916 9358 [email protected]

Partner Leon Zwier

Direct 61 3 9229 9646 [email protected] Li

Dear Michael

In the matter of Timbercorp Securities Limited (in Iiq) (ACN 092 311 469) SCI 2010 7029

I We refer to your letter dated 26 January 2011.

2 We attach the proposed form of orders in this proceeding. You will note that the proposed form of order is in identical terms to the orders made in Sc! 2010 398 (Citrus Proceeding) and in substantially similar terms to the orders made in Sc! 2009 9408 (Almond Land Proceeding), SC! 2009 10382 (TPIF Almonds) and SC! 2009 9998 (Olive Proceeding) (together, Previous Proceedings). We note that your client participated in each of the Previous Proceedings and that you act for parties in each

� of the Almond (SC! 2009 10699) and Olive (SC! 2009 1354) apportionment proceedings foreshadowed by the orders made in the Almond Land Proceeding and the Olive Proceeding.

3 It is not intended that the proposed orders in this proceeding will have any different effect to the orders made in the Previous Proceedings.

4 The words from Mr Korda’s 23 December 2010 affidavit which are quoted in your letter boar the same meaning as the identical words in paragraph 29 of Mr Korda’s affidavit of 8 February 2010 filed in the Citrus Proceeding (copy attached for your reference) and, in that regard, our clients confirm Mr Korda’s evidence that:

(a) they will not exercise the power to surrender the Grower Licences until the Sale Contracts are completed; and

(b) in accordance with the proposed form of orders, the net proceeds of sale from the Sale Contracts will be placed in an interest

MELBOURNE

SYDNEY Partners Mark M Leibten AC Henry 0 Lanzer Joseph Borensctajn Leon Zv4er Philip Chester Ross A Paterson Stephen L Sharp Kenneth A Gray . Kevin F Frawley Michael N Dodge Jane C Sheridan Steven Klein Leonia R Thompson Zaven Mardirosoian Jonathan M Wenig Paul Soknlowski Paul Rubenstein PelerM Seidel Alex King John Mitchell Nicole Gordon Ben Mahoney Sam Dullard Lily Tot Henry Skene Andrew Silbed,erg Lisa Merryweather Jonathan Milner John Mengolian

Senior Litigation Counsel Robert J Heathcole

Special Counsel Danula Czuchwicki Simonne Einfeld

Senior Associates Sue Kee Jonja Cleeland CarolineGoulden Matthew Lees Genevieve Series Jeremy Leibler Amelia Kelly Benjamin Maibhat Krishna Vemney Sexton Theobald Teresa Ward Jason Blankiteld Kale O’Brien Christine Fleer Sheen Cartoon Nancy Collins Susanne Fond Kimberley MacKay Amanda Hutchings

Consultants Allan Fob A0 Steven M Skala AO

Michael Fernon Arnold Bloch Leibler Clarendon Lawyers Page: 2

Date: 31 January 2011

bearing trust account pending the hearing and determination of a Table Grape Scheme apportionment proceeding.

5 We trust that the above addresses the matters raised in your letter. Please advise as soon as possible whether your client intends to appear at the hearing on 2 February 2011.


SCI 2010 398

IN THE MATTER OF TIMBERCORP SECURITIES LIMITED (IN LIQUIDATION) ACN 092 311 469

TIMBERCORP SECURITIES LIMITED (IN LIQUIDATION) ACN 092 311 469 IN ITS CAPACITY AS RESPONSIBLE ENTITY OF THE

2005 TIMBERCORP CITRUS PROJECT (ARSN 114 091 299) AND ORS

Plaintiffs

AFFIDAVIT OF MARK ANTHONY KORDA IN SUPPORT OF APPLICATION FOR DIRECTION REGARDING SALE OF CITRUS ASSETS (TPIF)


Prepared by: ARNOLD BLOCH LEIBLER Lawyers and Advisers Level 21 333 Collins Street MELBOURNE 3000

Solicitor’s Code: 54 DX 38455 Melbourne

Tel: 9229 9999 Fax: 9229 9900

Ref: 01-1499489 (L Zwier [email protected] )

I, MARK ANTHONY KORDA, of Level 24, 333 Collins Street, Melbourne, in the state of

Victoria, Chartered Accountant, SAY ON OATH that:

1 I am, with Leanne Kylie Chesser, the liquidator of the First Plaintiff, Timbercorp

Securities Limited (in liquidation) (TSL).

2 Except where I otherwise indicate, I make this affidavit from my own knowledge.

Where I depose to matters from information or belief, I believe those matters to be

true. I am authorised by Ms Chesser to make this affidavit on her behalf. References

in this affidavit to "we", "us", "our’ or "ourselves" and "Liquidators" are references to

Ms Chesser and me.

ABL/86991 5v2

~Z~ /4~-

Personal background and experience

3 I am a chartered accountant and a partner of the firm KordaMentha Pty Ltd (ACN 100

169 391) (KordaMentha). I am a Registered Liquidator and an Official Liquidator of

the Court. I am a member of the Insolvency Practitioners Association of Australia and

a member of the Institute of Chartered Accountants. Before founding KordaMentha in

2002, I had a 24-year career with the firm Arthur Andersen, during which I held the

positions of Director of Corporate Finance, Managing Partner Asia Pacific Corporate

Recovery Services Practice and Managing Partner Australia Accounting and Audit

Practice. I was also a Member of the Australian Executive Committee and Board of

Partners. I have been practising in the area of corporate insolvency and financial

reconstructions for 20 years.

Voluntary Administration of Timbercorp Group

4 On 23 April 2009, we were appointed as voluntary administrators of TSL. Also on 23

April 2009, we, and three other KordaMentha partners, namely Mark Francis Xavier

Mentha, Craig Peter Shepard and Clifford Stuart Rocks, were appointed as voluntary

administrators of the other Timbercorp group companies (together Timbercorp

Group). All of the appointments were made by those companies pursuant to section

436A of the Corporations Act 2001 (Cth) (the Act).

Liquidation

5 On 29 June 2009, at the second meeting of the creditors of all the Timbercorp Group

and a separate meeting of the creditors of TSL, the creditors resolved to wind up the

Timberoorp Group and TSL respectively. From 29 June 2009 we have been the

liquidators of TSL.

2005 Citrus Scheme

6 TSL is currently the responsible entity (RE) of the 2005 Timbercorp Citrus Project, a

registered managed investment scheme (MIS) under Part 5C of the Act (2005 Citrus

Scheme). TSL is also the RE of the 2004 Timbercorp Citrus Project, however this

application is not concerned with that project.

7 TSL is hopelessly insolvent and is unable to continue managing the 2005 Citrus

Scheme.

#869915

8 The members of the 2005 Citrus Scheme are referred to in the governing documents

as ’Growers" and I adopt that terminology here. The purpose of the 2005 Citrus

Scheme is the cultivation of citrus trees and the harvesting and processing of citrus

for commercial sale.

Purpose of this Application

9 The purpose of this application is to seek a direction pursuant to section 511 of the

Act that we are justified in terminating the Growers’ interests in the 2005 Citrus

Scheme by surrendering or terminating each relevant Grower licence upon

completion of an agreement to sell the property currently licensed to the Growers.

Citrus Schemes

10 The 2005 Citrus Scheme is operated on land owned by Timbercorp Primary Industry

Infrastructure Fund (TPIF), (a property trust listed on the ASX) through its wholly-

owned sub-trust, Timbercorp Orchard Trust#2 (TOT#2) and by Align Funds

Management Limited (ACN 105 684 231) in its capacity as RE of the Timbercorp

Orchard Trust (ARSN 106 557 297) (Receivers and Managers Appointed) (TOT).

TPIF’s primary business is to act as an independent owner of the properties leased to

the Timbercorp Group for use in connection with the Timbercorp MIS.

11 This application concerns only one of the two properties on which the 2005 Citrus

Scheme is conducted. It is known as Solora South and is owned by OIM#2 Pty

Limited (Receivers and Managers Appointed) (OIM#2) as trustee of TOT#2 (Solora

property). The other property on which the 2005 Citrus Scheme is conducted is

known as Kangara (Kangara property). The Kangara property is the subject of a

separate sale process being conducted by Paul Kirk and Stephen Longley in their

capacity as receivers and managers of the assets of TOT, appointed by Permanent

Nominees (Aust.) Limited as chargee. Once a sale and purchase agreement is

entered into in respect of the Kangara property, we will seek orders that we are

justified in surrendering or terminating the Growers’ licences in respect of the

Kangara property on completion of that sale and purchase agreement.

Receivers and Sale Process

12 On 16 September 2009, Australia and New Zealand Banking Group Limited (ANZ)

appointed David Laurence McEvoy and Paul William Kirk of PricewaterhouseCoopers

(Receivers) as receivers and managers of OIM#2, as trustee of TOT#2. I have read

#869915

the affidavit of David Laurence McEvoy sworn on 25 January 2010 and filed in this

proceeding (McEvoy Affidavit). A copy of the Receivers’ notice of appointment is

exhibited to the McEvoy Affidavit, marked DLM-4.

13 As described in paragraphs 15 - 32 of the McEvoy Affidavit, the Receivers have

conducted a sale process of the Solora property (Receivers’ Sale Process) and

have entered into a sale and purchase agreement (Sale Contract) with Agriproperty

Pty Ltd (ACN 140 954 874) (Agriproperty), guaranteed by CostaExchange Limited

(ACN 002 687 961) (Costa). Pursuant to clause 5 of the Special Conditions to the

Sale Contract, the Growers’ licences for the Solora property will be surrendered or

terminated by TSL on settlement. We are empowered to do so, but will not exercise

those powers without a direction from the Court.

TPIF Land

14 As explained above, OlM#2 (as trustee for TOT#2) is the registered proprietor of the

Solora property. OIM#2 (as trustee for TOT#2) leases the Solora property to

Timbercorp Limited (ACN 055 185 167) (in liquidation) (TL). TL sub-leases the

Solora property to TSL. TSL then grants a licence to each Grower to use the

property for the cultivation of citrus trees and the harvesting and processing of citrus

(Grower Licence). These leasing and licensing arrangements are governed by a

suite of documents, which are described in paragraph 10 of the McEvoy Affidavit and

exhibited as DLM-1, DLM-2 and DLM-3.

15 The leasing arrangements are also illustrated in a structure diagram. Now produced

and shown to me marked "MAK-1" is the structure diagram for the 2005 Citrus

Scheme.

TPIF Citrus Sale Transaction

16 We have not conducted a review of the Receivers’ Sale Process. We assume that

the Receivers have complied with their obligations in general. Clause 3.1 of the

Solora Grower Rights Deed (see below at paragraphs 21 - 22) contains a

confirmation from the Receivers to us that the Receivers have complied with their

obligations under s 420A of the Act

17 I have been provided with copies of the Sale Contract on a confidential basis. The

Sale Contract contains a number of conditions precedent, including:

#889915

(a) the Court directing that the Liquidators of TSL are justified in procuring TSL, in

its capacity as RE of the 2005 Citrus Scheme, to extinguish all of the rights of

Growers in respect of the Solora property the subject of the Sale Contract,

including the Grower Licences by no later than 3 March 2010; and

(b) the Court making orders determining the rights of all and any persons to all or

any part of the net proceeds of the sale under the Sale Contract, or ordering

that those net proceeds be held on trust until the rights of those persons are

determined by a further order of the Court.

18 I am informed by the Receivers that these conditions precedent are necessary

because Agriproperty requires clear title to the Solora Property. To grant clear title,

and so that the Receivers can assure Agriproperty that the Growers do not have a

continuing claim, the Growers’ rights must be extinguished upon completion of the

Sale Contract.

19 The Liquidators and TSL are not parties to the Sale Contract.

20 I am told by Nick Courtney, an Associate Director of KordaMentha, the following:

(a) on 11 December 2009 Nick Courtney had a telephone discussion with Stewart

McCallum of PriceWaterhouseCoopers;

(b) Stewart McCallum told Nick Courtney that Agriproperty was the preferred

bidder;

(C) Stewart McCallum sent Nick Courtney an e-mail attaching Agriproperty’s offer.

That offer included clause 2.3.7 which said the offer was dependent on

"Growers’ rights in connection with the Solora South property ... are

terminated, surrendered or extinguished at settlement". Now produced and

shown to me marked as confidential exhibit MAK-2 is the e-mail from Stewart

McCallum to Nick Courtney of 11 December 2009. I seek that this exhibit

remain confidential. If the agreement with Agriproperty does not reach

settlement it may prejudice any subsequent realisation.

21 We agreed to seek Court approval for the release of Grower rights because it was

apparent that the Sale Process would not proceed without it and that the assets have

been realised following a robust sale process and are at risk of wasting. We had

entered into agreements with the manager of the 2005 Citrus Scheme operated on

#869915 ,1%/1___ r--

the Solora property to ensure the ongoing maintenance of the citrus orchards. Those

agreements were due to expire on 30 November 2009. We then extended the

agreements to 31 December 2009 in the anticipation that the Sale Contract would be

executed between these dates (the Sale Contract was executed on 18 December

2009). In light of the ongoing management costs of the citrus orchards and the

potential for waste (which is described in paragraphs 36-38 of the McEvoy Affidavit),

we believed the most appropriate course of action was to allow the Receivers’ Sale

Process to complete and for the rights of the Growers and other interested parties to

the net proceeds of sale to be determined at a later date by the Court.

22 Between 17 December 2009 and 15 January 2010 we negotiated the terms of a deed

recording our agreement to obtain Court approval for the release of the Growers’

rights with the Receivers. The terms were recorded in a deed entitled the "Solora

Grower Rights Deed". Execution of the Solora Grower Rights Deed was completed

on 25 January 2010. The Solora Grower Rights Deed is exhibited to the McEvoy

Affidavit, marked DLM-1 3. It was a term of the Solora Grower Rights Deed that we

would file this application by 4 pm on 29 January 2010.

Power to Extinguish Grower Rights

23 TSL is RE for a number of MIS, including MIS for the cultivation of eucalypts

(Forestry Schemes), almonds (Almond Schemes) and olives (Olive Schemes).

Since shortly after the commencement of the voluntary administration of TSL and the

Timbercorp Group companies we developed a strategy for, and then managed, an

orderly realisation or recapitalisation of the Forestry Schemes, Almond Schemes and

Olive Schemes. This process has resulted in an informal winding up of those

schemes whereby the Court has made orders that we are justified in procuring TSL to

amend the constitutions of each scheme to give TSL the power to terminate or

surrender the Growers’ licences or sub-leases to land on which the schemes are

operated. We only terminate or surrender the licences or sub-leases once the Court

has directed we are justified in entering into the sale agreement and the sale

agreement has completed. I set out the history of the applications for the Forestry

Schemes, Almond Schemes and Olive Schemes in more detail at paragraphs 41-57

in my affidavit sworn 10 November 2009 and filed in Supreme Court proceeding SCI

2009 9998 regarding the sale of olive assets (Olives Affidavit). Now produced and

shown to me and marked 11 MAK-3" is my Olives Affidavit (without exhibits).

#869915

all‘� 1-9-

24 It is apparent from this history that on three occasions we have sought and obtained

approval from the Court to amend the scheme constitutions so as to give TSL the

power to terminate or surrender the Growers’ licences or sub-leases to land on which

the schemes are operated. As a result, following the making of each of the sets of

orders, we believed that similarly amending the Constitutions to other Projects

following similar sale processes would be uncontroversial.

25 On 24 November 2009, our lawyers appeared on behalf of TL and TSL before Judd J

in the matter of Timbercorp Ltd & Anor v Plantation Land Limited (unreported). This

application concerned leases in the Forestry Schemes. During the course of that

hearing, our lawyer briefly outlined the history of the informal winding up of the

Timbercorp MIS and stated our intention to amend the constitution of the 2005 Citrus

Scheme to terminate Grower rights, unless some objection was raised. Michael

Fernon of Clarendon Lawyers, who act for a number of Growers and who have

appeared at many of the hearings regarding the Timbercorp MIS, was at the bar

table. No objection was raised then or subsequently. Now produced and shown to

me and marked "MAK-4" is the transcript for the hearing on 24 November 2009. The

discussion I refer to appears at pages 23-24 of the transcript.

26 The Australian Securities and Investment Commission did not attend the hearing on

24 November 2009.

27 On 14 December 2009, our lawyers wrote to Andrew Tregear of ASIC informing him

of our intention to amend the 2005 Citrus Scheme constitution. A copy of this letter

was also sent to Clarendon Lawyers and Maurice Blackburn as both firms act for

Growers and have previously appeared in applications relating to the Timbercorp

MIS. Now produced and shown to me and marked "MAK-5" is the letter of 14

December 2009 to Andrew Tregear and the e-mail copying that letter to Clarendon

Lawyers and Maurice Blackburn.

28 We did not receive any reply to the letter from Clarendon Lawyers or Maurice

Blackburn. On 18 December 2009, Andrew Tregear replied stating that ASIC was

unable to comment. Now produced and shown to me and marked "MAK-6" is

Andrew Tregear’s reply of 18 December 2009.

29 On 28 January 2010, we amended the 2005 Citrus Scheme constitution to make

explicit the RE’s power to surrender or terminate the Grower Licences. Now

produced and shown to me and marked "MAK-7" is the 2005 Citrus Scheme

#869915

constitution and the deed amending the 2005 Citrus Scheme constitution. We will not

exercise this power to surrender the sub-leases or licence agreements until the Sale

Contract is completed to ensure that the Growers receive consideration for the

surrender of their rights.

Grower dissatisfaction

30 Now produced and shown to me and marked "MAK-8" is a letter from Arnold Bloch

Leibler to Gadens Lawyers dated 22 December 2009.

31 Now produced and shown to me and marked "MAK-9" is an email from Kerree

Bezencon dated 1 February 2010 which was sent to financial advisers.

32 Now produced and shown to me and marked "MAK-10" is a letter received by Arnold

Bloch Leibler on 5 February 2010 at 12.53 pm from Tom May of herbertgeer, acting

for the Growers’ Committee in this proceeding.

Conclusion

33 In summary:

(a) The 2005 Citrus Scheme the subject of this application is conducted on land

owned by the TPIF sub-trust TOT#2;

(b) The Receivers have been appointed as receivers and managers of the

charged assets of TOT#2;

(c) The citrus orchards growing on the land owned by the TPIF sub-trust are at

risk of wasting;

(d) The Timbercorp Group is hopelessly insolvent and cannot maintain the citrus

orchards growing on the land owned by the IPIF sub-trust;

(e) The Receivers have conducted a robust sale process (as described in the

McEvoy Affidavit) and tested the market;

(f) The Sale Contract is the result of the Receivers’ test of the market;

(g) The net proceeds of sale under the Sale Contract will be held on trust pending

the Court’s determination of the entitlements of interested parties, including

Growers; and

#869915

00~1 f+-

(h) It is appropriate to extinguish the Growers’ rights to enable the Sale Contract

to complete.

SWORN at Melbourne in the State of )

Victoria by MARK ANTHONY KORDA this )

8th day of February 2010 )

Before me:

CATHERINE HELEN MACRAE Amod Bloch Leibler

Level 21 � 333 Collins Street Melbourne 3000


#869915

IN THE SUPREME COURT OF VICTORIA AT MELBOURNE COMMERCIAL AND EQUITY DIVISION

LIST E

COMMERCIAL COURT S Cl 2010 7029

IN THE MATTER OF TIMBERCORP SECURITIES LTD (IN LIQUIDATION)

BETWEEN

TIMBERCORP SECURITIES LIMITED (IN LIQUIDATION) (ACN 092 311 469) IN ITS CAPACITY AS RESPONSIBLE ENTITY OF THE 2004 TIMBERCORP TABLE GRAPE

PROJECT (ARSN 108 648 086) AND THE 2005 TIMBERCORP TABLE GRAPE PROJECT (ARSN 113 512 236) AND ORS ACCORDING TO THE SCHEDULE

Plaintiffs

GENERAL FORM OF ORDER

JUDGE: The Honourable Justice Davies

DATE MADE: 2 February 2011

ORIGINATING PROCESS: Originating Process filed 23 December 2010

HOW OBTAINED: At trial

ATTENDANCE: Dr 0 Bigos, of Counsel, for the Plaintiffs

Ms W Harris, of Senior Counsel and Mr T Clarke of Counsel, for Paul William Kirk, and Michael Fung, as Receivers and Managers of the assets charged by Align Funds Management Limited in its capacity as the responsible entity of the Timbercorp Orchard Trust (ARSN 106 557 297) (Receivers and Managers Appointed) (TOT RE).

OTHER MATTERS TOT RE has entered into a sale and purchase contract in respect of land known as ’Bella Vista’ with Costa Holdings Investments Pty Ltd (ACN 140 921 053) as trustee for Charlie Costa Investments Trust and for Paul Costa Investments Trust (Land Sale Contract) which forms confidential exhibit PWK-47 to the affidavit of Paul William Kirk sworn 22 December 2010 (Kirk Affidavit). TOT RE has also entered into a sale and purchase agreement in respect of the Victorian water rights associated with the Bella Vista property with Vicsuper Ecosystems Services Pty Ltd (ACN 117 726 164), and a sale and purchase agreement in respect of the New South Wales water rights associated with the Bella Vista property with Tandou Ltd (ACN 001 014 562) (together, the Water Sale Contracts), each of which forms confidential exhibits PWK-53

Error! Unknown document property name.Error! Unknown document property name.Error! Unknown document property name.dynm AOl 15987582v2 306250099

and PWK-54 respectively of the Kirk Affidavit. The Land Sale Contract and Water Sale Contracts are referred to collectively as the Sale Contracts.

The receivers of the assets charged by TOT RE are Paul William Kirk and Michael Fung (Receivers).

THE COURT DIRECTS THAT:

The Second and Third Plaintiffs (in their capacity as Liquidators of the First Plaintiff) are

justified in procuring the First Plaintiff as responsible entity of the 2004 Timbercorp Table

Grape Project (ARSN 108 648 086) and the 2005 Timbercorp Table Grape Project

(ARSN 113 512 226) (Table Grape Projects) to terminate or surrender each relevant

Grower licence and to extinguish all of the rights of Growers (investors in the Table Grape

Projects) in respect of the assets the subject of the Sale Contracts (Grower Rights).

2. The Second and Third Plaintiffs (in their capacity as liquidators of the First Plaintiff) are

justified in making, doing and executing such documents or things to give effect to the

extinguishment of all of the Grower Rights in order to enable TOT RE and the Receivers to

perform the Sale Contracts.

THE COURT ORDERS, DECLARES AND DIRECTS THAT:

3. Upon completion of any sale under the Sale Contracts the net proceeds of sale (after

payment of the Receivers’ selling costs and expenses, retentions (if any), the costs and

expenses of the Receivers referable to the preservation and realisation of the assets the

subject of the Sale Contracts, and the costs an expenses of the liquidators of the First

Plaintiff which are to be reimbursed by the Receivers in accordance with the Bella Vista

Grower Rights Deed (as defined in the Kirk Affidavit) (Net Sale Proceeds) are to be held by

the Receivers of TOT RE in an interest bearing trust account with an Australian bank (as

defined in section 9 of the Corporations Act), pending the hearing and determination by the

Court of a proceeding to determine which person or persons have any rights to all or any

part of the Net Sale Proceeds, and to be held on trust for the person or persons who are

able to establish such a right, or until further order of the Court.

4. Insofar as Trust Company (Nominees) Limited (ACN 004 154 441) has any rights to the

assets the subject of the Sale Contracts, whether under its securities over those assets or

otherwise, nothing in the release of those securities upon completion of the Sale Contracts

will prejudice those rights for the purposes of its claim to all or any part of the Net Sale

Proceeds.

3

5. Insofar as the Growers have any rights to the assets the subject of the Sale Contracts

nothing in orders 1 and 2 above, or any action taken thereunder by the Second and Third

Plaintiffs, will prejudice those rights for the purposes of their claim to all or any part of the

Net Sale Proceeds.

6. Exhibits PWK-1 9, PWK-20, PWK-21, PWK-25, PWK-27, PWK-47, PWK-48, PWK-50,

PWK-51, PWK-52, PWK-53 and PWK-54 to the Kirk Affidavit are kept confidential.

7. Costs reserved.

DATE AUTHENTICATED: February 2011

JUSTICE DAVIES

4

SCHEDULE OF PARTIES

TIMBERCORP SECURITIES LIMITED (IN LIQUIDATION) (ACN 092 311 469) IN ITS CAPACITY AS RESPONSIBLE ENTITY OF THE 2004 TIMBERCORP TABLE GRAPE

PROJECT (ARSN 108 648 086) AND THE 2005 TIMBERCORP TABLE GRAPE PROJECT (ARSN 113 512 236)

First Plaintiff

MARK ANTHONY KORDA IN HIS CAPACITY AS LIQUIDATOR OF TIMBERCORP SECURITIES LIMITED

(IN LIQUIDATION) (ACN 092 311 469)

Second Plaintiff

LEANNE KYLIE CHESSER IN HER CAPACITY AS LIQUIDATOR OF TIMBERCORP SECURITIES LIMITED

(IN LIQUIDATION) (ACN 092 311 469)

Third Plaintiff


S Cl 2010 7029




Plaintiffs







MEAGAN LOUISE GROSE Amo4d Bloch Lelbier

Level 21,333 Collins Stjieet Before me Methoume 3000


Exhibit "BES-6" Email from Kerree Bezencon to Bridget Slocum dated

31 January 2011

Filed on behalf of the Plaintiffs ARNOLD BLOCH LEIBLER Lawyers and Advisers Level 21 333 Collins Street Melbourne 3000 ABU1 372574v1


Meaaan Grose

From: Kerree Bezencon [[email protected] ] Sent: Monday, 31 January 201112:36 PM To: Bridget Slocum Cc: ’Antony Munro’; [email protected] ; ’Rex Booker’ Subject: RE: SCI 2010 7029 - Table Grape Schemes

Dear Bridget,

Apologies in delay of our response - due to generator and computer issues.

We have no opposition to the RE supporting the extinguishment of grower rights in regard to the specifically grape projects.

Can you confirm that this does not, in any way, involve or affect the citrus project outcome/case - there was a reference in a PWC announcement that referred to the citrus growers in relation to the Bella Vista sale, which when mentioned to Mark and Antony both believed that this was an error.

We would further request that it should be made clear to the court that the Bella Vista sale encompassing the grape projects does not set the scene/or precedent for the citrus project growers - ie each contract ought to be determined on its own merits and circumstances and effect on growers.

Regards

Kerree Bezencon

Kerree A Bezencon, Director

B.Ec (Accounting & Finance), ASIA (Gr Dip Applied Finance & Investment), CPA (Certified Practising Accountant) PFP (Specialist in Financial Planning),

CFP (Certified Financial Planner),

SSA (Specialist SMSF Advisor)

Siger Super ServicesPty Ltd, ABN 18 105 441 521

P0 Box 1147, Healesville VIC 3777

If 03 5962 6097, Fax 03 5962 6086

8 Hygieta Street, Noosaville QLD 4566

Tf 07 5473 0790, Fax 07 5473 0796

Mobile 0419 10 15 20 Email - [email protected]

From: Val Kantarovski [mailto:[email protected]] On Behalf Of Bridget Slocum Sent: Tuesday, 25 January 2011 12:22 PM

To: ’[email protected] ’ Subject: SCI 2010 7029 - Table Grape Schemes

Dear Kerree



Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 T: +61 3 9229 9631 1 F: +61 3 9916 9358 bslocumabl.com.au I www.abl.com.au


--------------- Disclaimer This email and any attachments are confidential and may contain privileged information. If you are not the intended recipient you must not disclose, print, copy or use this email or any attachments. If you have received this message in error, please notify the sender immediately and delete it from your system. Arnold Bloch Leibler does not accept liability for any loss or damage (whether direct, indirect, consequential or economic) however caused, and whether by negligence or otherwise, which may result directly or indirectly from this email or any attachments (including as a result of your failure to scan this email for viruses or as a result of interference or unauthorised access during communication). In any event, our liability is limited to the cost of re-supplying this communication.


S CI 2010 7029




Plaintiffs







MEAGANSLOSE Before me

An A " ’ oume 3000

Legal Practitioner withfr th e meaningof i Legal PIOfSfl Act 2004

Exhibit "BES-7" Email from Bridget Slocum to Kerree Bezencon dated

31 January 2011

Filed on behalf of the Plaintiffs ARNOLD BLOCH LEIBLER Lawyers and Advisers Level 21 333 Collins Street Melbourne 3000 ABUI 372 574v1


Meagan Grose

From: Sent: To: Cc: Subject:

S-

Bridget Slocum Monday, 31 January 20112:49 PM ’Kerree Bezencon’ ’Antony Munro’ RE: SCI 2010 7029 - Table Grape Schemes

Dear Kerree,

Thank you for your email.

I will attach your email below to an affidavit of correspondence with interested parties, so that the Court is aware of your position.

I confirm that the current application concerns only the Table Grape schemes. I am informed by the Receivers that the announcement on 22 December 2010 was made in error and that the reference to the Citrus Schemes therein should have been a reference to the Table Grape Schemes. I understand that the Receivers intend to make a further announcement correcting this error.

I hope this addresses your concerns. If you have any further questions, please do not hesitate to contact me.

Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 T: +61 3 9229 9631 F: +61 3 9916 9358 bslocum(abl.com.au I www.abl.com.au


From: Kerree Bezencon [mailto:[email protected]] Sent: Monday, 31 January 2011 12:36 PM To: Bridget Slocum Cc: ’Antony Munro’; [email protected] ; ’Rex Booker’ Subject: RE: SCI 2010 7029 - Table Grape Schemes

Dear Bridget,

Apologies in delay of our response - due to generator and computer issues.

We have no opposition to the RE supporting the extinguishment of grower rights in regard to the specifically grape projects.

Can you confirm that this does not, in any way, involve or affect the citrus project outcome/case - there was a reference in a PWC announcement that referred to the citrus growers in relation to the Bella Vista sale, which when mentioned to Mark and Antony both believed that this was an error.

We would further request that it should be made clear to the court that the Bella Vista sale encompassing the grape projects does not set the scene/or precedent for the citrus project growers - ie each contract ought to be determined on its own merits and circumstances and effect on growers.

Regards

Kerree Bezencon

Kerree A Bezencon, Director

B.Ec (Accounting & Finance),

ASIA (Gr Dip Applied Finance & Investment),

CPA (Certified Practising Accountant) PFP (Specialist in Financial Planning),

CFP (Certified Financial Planner),

SSA (Specialist SMSF Advisor)

Siger Super ServicesPty Ltd, ABN 18 105 441 521

P0 Box 1147, Healesville VIC 3777

Tf 03 5962 6097, Fax 03 5962 6086

8 Hygieta Street, Noosaville QLD 4566

Tf 07 5473 0790, Fax 07 5473 0796

Mobile 0419 10 15 20

Email - maillsiger.com.au

From: Val Kantarovski [mailto:[email protected]] On Behalf Of Bridget Slocum Sent: Tuesday, 25 January 2011 12:22 PM To: ’[email protected] ’ Subject: SCI 2010 7029 - Table Grape Schemes

Dear Kerree



Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 1: +61 3 9229 96311 F: +61 3 9916 9358 bslocumabl.com.au I www.abl.com.au


Disclaimer This email and any attachments are confidential and may contain privileged information. If you are not the intended recipient you must not disclose, print, copy or use this email or any attachments. If you have received this message in error, please notify the sender immediately and delete it from your system. Arnold Bloch Leibler does not accept liability for any loss or damage (whether direct, indirect, consequential or economic) however caused, and whether by negligence or otherwise, which may result directly or indirectly from this email or any attachments (including as a result of your failure to scan this email for viruses or as a result of interference or unauthorised access during communication). In any event, our liability is limited to the cost of re-supplying this communication.


S Cl 2010 7029




Plaintiffs







MEAGAN LOUISE GROSE Arnold Bloch Lebw

Level 21 333 CollIns Street Msftouma 3000

An AuatmUan Lsml PmØltlonar wfthln the meenlngoftheke0& PnAotfi4

Before me . ........................

Exhibit "BES-8" Email from Andrew Tregear to Bridget Slocum dated

31 January 2011


DX 38455 Melbourne


Tel: 9229 9999 Level 21



(Leon Zwier) ABLI1 3725740

Meagan Grose

From: Andrew Tregear [And rew.Tregearasic.gov.au ] Sent: Monday, 31 January 201112:29 PM To: Bridget Slocum Cc: Val Kantarovski Subject: Re: SCI 2010 7029 - Table Grape Schemes [SEC=IN-CONFIDENCE]

Dear Bridget

I refer to your letters dated 23 December 2010 and 27 January 2011, enclosing copies of Court documents for the application for directions regarding the sale of assets associated with the Timbercorp Table Grape Schemes.

I advise that ASIC does not have any submissions it wishes to make in relation to the application and does not intend to appear at the hearing on 2 February 2011. ASIC neither consents to nor opposes the orders sought in the originating process.

regards

Andrew Tregear I Litigation Counsel, Chief Legal Office I Australian Securities and Investments Commission

+ 61 3 9280 3218 +61 3 9280 3545 12 andrew.treqearasic.qov.au

From: Bridget Slocum <bslocum'abl.com.au >

To: [email protected] <andrew.tregear'asic.gov.au >

Date: 25/01/2011 12:22 PM

Subject: SCI 2010 7029- Table Grape Schemes [SEC=UNCLASSIFIED]

Sent by: Val Kantarovski <Vkantarovski'abl.com.au >

This email message has been processed by MlMEsweeper

Dear Andrew



Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 T: +61 3 9229 96311 F: +61 3 9916 9358 bslocumabl.com.au I www.abl.com.au


-------------------Disclaimer------------------------- This email and any attachments are confidential and may contain privileged information. If you are not the intended recipient you must not disclose, print, copy or use this email or any attachments. If you have received this message in error, please notify the sender immediately and delete it from your system. Arnold Bloch Leibler does not accept liability for any loss or damage (whether direct, indirect, consequential or economic) however caused, and whether by

negligence or otherwise, which may result directly or indirectly from this email or any attachments (including as a result of your failure to scan this email for viruses or as a result of interference or unauthorised access during communication). In any event, our liability is limited to the cost of re-supplying this communication.

Please consider the environment before printing this document

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This e-mail and any attachments are intended for the addressee(s) only and may be confidential. They may contain legally privileged or copyright material. You should not read, copy, use or disclose them without authorisation. If you are not the intended recipient please contact the sender as soon as possible by return e-mail and then please delete both messages. This notice should not be removed.


S Cl 2010 7029




Plaintiffs







MEAGAN LOUISE GROSE Arnoldoch LebW

Level 21,333 Collins Street Melbourne 3000


Before me . .....

Exhibit "BES-9" Letter from Michael Fernon to Bridget Slocum dated

1 February 2011


DX 38455 Melbourne


Tel: 9229 9999 Level 21



(Leon Zwier) ABU1 372574v1

(LL clarendon

LAWYERS

1 February 2011

Level 17 Rt0 North Tower 1 03 8e>81 4300 F 03 8681 4499

525 Collins Street Meihaurno w.1arencloniawvers.com.au

Victoria 3000 Australia ARN 43704 593 249

Our Ref: CJA:MJF:1000664

Bridget Slocum Arnold Bloch Leibler Level 21 333 Collins Street MELBOURNE VIC 3000 By Email: [email protected]

Dear Bridget

In the matter of Timbercorp Securities Limited (In Liq) (ACN 092 311 469) - SCI 2010 07029

We refer to your letter of 31 January 2010 with enclosed draft general form of order (Proposed Orders) and to your telephone conversation with Celia Armstrong of this office this afternoon.

Our client does not object to the Proposed Orders, however, we note that our client has not conducted a poll of the scheme members or canvassed their opinions, nor has it conducted any detailed review of the materials served in this regard as it does not have the funds to do so. Further, our client does not have the funds to participate in any related litigation.

That said, our client would be prepared to act as representative of all scheme members in the rights proceeding contemplated by paragraph 3 of the Proposed Orders (Anticipated Rights Proceeding) provided that the interested parties agree, or the Court is minded to make, orders for payment of its costs in terms substantially the same as paragraph 3 of the Orders made by The Honourable Justice Davies on 22 March 2010 in Supreme Court Proceeding SCI 2009 10699 and paragraph 14 of the Orders made on the same day by Her Honour in Supreme Court Proceeding SCI 2010 1354. We enclose copies of these orders for your reference.

We would be grateful if you would keep us informed of developments in this proceeding and in respect of the Anticipated Rights Proceeding.

Yours faithfully

Micrnon Director

Direct Tel: 03 8681 4419 Email: [email protected]

GAR0011 000664_007.doc


LIST S Cl 2010 1354

BETWEEN:

BOSI SECURITY SERVICES LIMITED (ACN 009 413 852) AS Plaintiff TRUSTEE FOR AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (ACN 005 357 522) AND BOS INTERNATIONAL (AUSTRALIA) LIMITED (ACN 066 601 250) AND WESTPAC BANKING CORPORATION LIMITED (ACN 007 457 141)

- and -

B.B OLIVES PTY LTD (IN LIQUIDATION) (ACN 083 992 367) Defendants and others according to the schedule attached



DATE MADE: 22 March 2OlO

ORIGINATING PROCESS: Originating Motion filed 16 March 2010

HOW OBTAINED: Upon return of the orders of the Honourable Justice Davies made 22 March 2010

ATTENDANCE: Mr, P Anastassiou of Senior Counsel with Mr. R G Craig of Counsel for the Plaintiffs Mr. P Crutchfield of Senior Counsel with Mr. 0 Bigos of Counsel for the First to Sixth Defendants Mr. 0 Bigmore of Her Majesty’s Counsel with Mr. S Hopper of Counsel for Michael Charles Vicary, Pamela Jan Dry and David Butterfield

OTHER MATTERS: Not applicable

ThE COURT ORDERS THAT:

Pursuant to rule 45.05 of the Supreme Court (General Civil Procedure.) Rules 2005 (Vic) the requirements of rules 5.03(1) and 8.02 are dispensed with

2. Pursuant to rule 45.05 of the Supreme Court (General Civil Procedure) Rules 2005 (Vic) the Plaintiff has leave to proceed by originating motion in Form C.

ORDTOC110.DOC

CL

Pursuant to rule 16.01(2) of the Supreme Court (General Civil Procedure) Rules 2005 (Vie):

(a) Michael Charles Vicary is appointed as the representative of the Growers in the 2006 Timbercorp Olive Project (ASN 119 182 179);

(b) Pamela Jan Dry is appointed as the representative of the Growers in the 2007 Timbercorp Olive Project (ARSN 123 155 715); and

(c) David Butterfield is appointed as the representative of the Growers in the 2008 Timbercorp Olive Project (ARSN 129 307 722),

4. The persons appointed pursuant to paragraph 3 above, are joined as the Seventh, Eighth, and Ninth Defendants in the proceeding pursuant to rule 9.02 and/or rule 9.06(b) of the Supreme Court (General civil Procedure) Rules 2005 (Vic).

5. The Plaintiff is granted leave to file and serve an amended originating motion on the defendants on or before 4:00pm on 26 March 2010:

(a) incorporating a declaration as to what, if any, right the Growers represented by the Seventh, Eighth, and Ninth Defendants have to the sale proceeds held on trust by the First Defendant pursuant to paragraph 8 of the Orders; and

(b) amending paragraph 5 of the originating motion to read "A declaration as to how the sale proceeds held on trust by the First Defendant pursuant to paragraph 8 of the orders ought to be distributed between the Plaintiff and the Second, Seventh, Eighth, and Ninth Defendants,"

6. The Plaintiff is granted leave to proceed against Almond Land Pty Ltd ACN 091 460 992 (in liquidation), B.B. Olives Pty Ltd ACN 083 992 367 (in liquidation) and Timbercorp Limited AcN 055 185 067 On liquidation) pursuant to s 471B of the Corporations Ac! 2001 (Cth).

7. Paragraph 11 of the orders made by the Honourable Justice Croft in proceeding S Cl 2009 9998 is discharged, insofar as it relates to exhibit MAK-19 to the affidavit of Mark Anthony Korda sworn 10 November 2009 in proceeding S CI 2009 9998.

8, The Plaintiff serve on the Defendants a draft list of the documents on which the Plaintiff intends to rely in relation to the Rights issue (the Draft List) on or before 4:00pm on 23 April 2010.

9. The Defendants serve on the Plaintiff a list of any documents which are not already identified in the Draft List and on which the Defendants intend to rely in relation to the Rights Issue (Further Documents) on or before 4:00pm on 7 May 2010.

10. The Plaintiff file and serve a List of Documents incorporating those documents identified in the Draft List and the Further Documents on or before 4:00pm on 14 May 2010.

ii. On or before 4:00pm on 21 May 2010 the parties file and serve:

I i1.t

(a) written contentions of fact and law addressing the issue of what right, if any, right they have to the net sale proceeds (the Funds) to be held on trust by the first defendant pursuant to paragraph S of the Orders (the Rights Issue) (the Rights Contentions);

(b) any affidavit material upon which they wish to rely in relation to the Rights Issue.

12. On or before 4:00pm on 4 June 2010 the parties file and serve:

(a) written contentions of fact and law in reply to the rights contentions;

(b) any affidavit material upon which they wish to rely byway of reply in relation to the rights issue.

13. Each party serve a copy of the documents referred to in paragraphs 8, 9, 10, 11 and 12 upon Herbert Geer, solicitors of Level 20/385 Bourke Street, Melbourne, 3001 (marked to the attention of Mr Torn May) fbr TOO Almond Committee Inc and Ms Kerree Bezencon and any other document filed in the proceeding from the date of this order at the same time as the document is served upon a party to the proceeding.

14, The Liquidators of the First Defendant pay from the Funds to Clarendon Lawyers, the solicitors for the Seventh, Eighth and Ninth Defendants, the legal costs and disbursements of the Seventh, Eighth and Ninth Defendants of and incidental to this proceeding on a solicitor and client basis pursuant to rule 63.32(2)(a) of the Supreme Court (General Civil Procedure) Rules 2005 (Vic) within 14 days of presentation to the Liquidator by Clarendon Lawyers of

(a) a tax invoice for Clarendon Lawyers’ legal costs and disbursements in relation to this proceeding; and

(b) a bill of costs on a solicitor and client basis, prepared and certified by an appropriately qualified costs consultant, to be agreed by the parties (the Consultant).

15. The proceeding is listed for further directions at 10:00am on 18 June 2010.

16. All other questions of costs are reserved,

17. Liberty to apply.

DATE AUTHENTICATED 19 April 2010

31 PII* N ARIA _= ff"m ta a I!i

S CI 2010 1354

BETWEEN:

BOSI SECURITY SERVICES LIMITED (ACN 009 413 852) AS TRUSTEE FOR AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (ACN 005 357 522) AND BOS INTERNATIONAL (AUSTRALIA) LIMITED (ACN 066 601 250) AND WESTPAC BANKING CORPORATION LIMITED (ACN 007 457 141)

- and -

B.B OLIVES PTY LTD (IN LIQUIDATION) (ACN 083 992 367)

ALMOND LAND PTY LTD (IN LIQUIDATION) (ACNO9I 460 392)

TIMBERCORP LIMITED (IN LIQUIDATION) (ACN 055 185 067)

MARK ANTHONY KORDA (IN HIS CAPACITY AS LIQUIDATOR OF ALMOND LAND PTY LTD (IN LIQUIDATION))

LEANNE KYLIE CHESSER (IN HER CAPACITY AS LIQUIDATOR OF ALMOND LAND PTY LTD (IN LIQUIDATION))

MARK FRANCIS XAViER MENTHA (IN HIS CAPACITY AS LIQUIDATOR OF B.B OLIVES PTY LTD (IN LIQUIDATION))

Plaintiff

First Defendant

Second Defendant

Third Defendant

Fourth Defendant

Fifth Defendant

Sixth Defendant

/0T

\


LIST B S CI 2009 10699

BETWEEN:

13081 SECURITY SERVICES LIMITED (ACN 009 413 852) as trustee Plaintiff for AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (ACN 005 357 522) and BOS INTERNATIONAL (AUSTRALIA) LIMITED (ACM 066 601 250) and WESTPAC BANKING CORPORATION LM. TED (ACN 007 457 141)

- and -

AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED Defendants (ACM 005 357 522) and others according to the schedule attached



DATE MADE: 22 March 2010

ORIGINATING PROCESS: Originating Motion filed 15 December 2009

HOW OBTAINED: Upon return of the orders of the Honourable Justice Davies made 22 March 2010:

ATTENDANCE: Mr. P Anastassiou of Senior Counsel with Mr. R G Craig of Counsel for the Plaintiff Mr, M Moshinsky of Senior Counsel with Ms. WHarris of Counsel for the First Defendant Mr. P Crutchfield of Senior Counsel with Mr. 0 Bigos of Counsel for the Second to Fourth Defendants Mr. G Bigmore of Her Majesty’s Counsel with Mr. S Hopper of Counsel for the Fifth to Eighth Defendants

OTHER MATTERS: None

OROIDOI1 1 o.DOC

T}IE COURT ORDERS THAT:

1. On or before 4:00pm on 19 April 2010 the parties file and serve:

(a) written contentions of fact and law in rebuttal to the reply rights contentions; and

(b) any affidavit material upon which they wish to rely by way of rebuttal in relation to the rights issue.

2. Paragraph 10 of the orders of the Honourable Justice Davies made on 22 December 2009 be vacated and in lieu thereof the following order is made:

The Liquidators of the Second Defendant pay from the funds to Clarendon Lawyers, the solicitors for the Fifth, Sixth, Seventh and Eighth Defendants, the legal costs and disbursements incurred in this proceeding by the Fifth, Sixth, Seventh and Eighth Defendants in complying with paragraphs 6, 7, 8 and 9 of this order on a solicitor and client basis pursuant to rule 63.32(2)(a) of the Supreme Court (General Civil Procedure) Rules 2005 (Vie) within 14 days of presentation to the Liquidator by Clarendon Lawyers of

i. a tax invoice for Clarendon Lawyers’ legal costs and disbursements in relation to this proceeding; and

ii. a bill of costs on a solicitor and client basis, prepared and certified by an appropriately qualified costs consultant, to be agreed by the parties (the Consultant).

3. The Liquidators of the Second Defendant pay from the funds to Clarendon Lawyers, the solicitors for the Fifth, Sixth, Seventh and Eighth Defendants the legal costs and disbursements of the Fifth, Sixth, Seventh and Eighth Defendants of and incidental to this proceeding from and including this day on a solicitor and client basis pursuant to rule 6332(2)(a) of the Supreme Court (General civil Procedure) Rules 2005 (Vic) within 14 days of presentation to the Liquidator by Clarendon Lawyers of:

i. a tax invoice for Clarendon Lawyers’ legal costs and disbursements in relation to this proceeding; and

ii. a bill of costs on a solicitor and client basis, prepared and certified by an appropriately qualified costs consultant, to be agreed by the parties (the Consultant).

4. The proceeding is listed for further directions at 10:00am on 23 April 2010.

5. All other questions of costs are reserved,

6. Liberty to apply.

DATE AUTHENTICATED 9 April 2010

S CI 2009 10699

BETWEEN:

BOSI SECURITY SERVICES LIMITED Plaintiff (ACN 009 413 852) AS TRUSTEE FOR AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (ACN 005 357 522) AND BOS INTERNATIONAL (AUSTRALIA) LIMITED (ACN 066 601 250) AND WESTPAC BANKING CORPORATION LIMITED (ACN 007457 141)

- and -

AUSTRALIA AND NEW ZEALAND BANKING GROUP First Defendant LIMITED (ACN 005 357 522)

ALMOND LAND PTY LTD (IN LIQUIDATION) Second Defendant (ACN 091 460 392)

MARK ANTHONY KORDA (IN HIS CAPACITY AS Third Defendant LIQUIDATOR OF ALMOND LAND PTY LTD (IN LIQUIDATION))

LEANNE KYLIJ3 CH.ESSER (IN HER CAPACITY AS Fourth Defendant LIQUIDATOR OF ALMOND LAND PTY LTD (IN LIQUIDATION))

COURT op-


S Cl 2010 7029




Plaintiffs




(Leon Zwier - _ [email protected] )

This is the exhibit marked "BES-10" now produced and shown to BRIDGET ELLEN

SLOCUM at the time of swearing her affidavit on 1 February 2011.

MEAGAN LOUISE GROSE ArnoldBloch Le bler

Level 21,333 CoffIns Street Melbourne 3000


-0~

Before me.....

4

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

Exhibit "BES-10" Email from Arnold Bloch Leibler to Macpherson & Kelley



DX 38455 Melbourne


Tel: 9229 9999 Level 21



(Leon Zwier) ABU13725740

Q7; - iô

Meagan Grose

From: Bridget Slocum Sent: Tuesday, 25 January 2011 12:12 PM To: ’robert. down ingmk.com.au’ Cc: ’[email protected] ’ Subject: Bella Vista - Application for Liquidators’ Directions regarding sale of Table Grape Assets

Dear Robert,

We spoke in late December 2010 about our client’s upcoming application for liquidators’ directions regarding the sale of the assets associated with the Timbercorp Table Grape Schemes.

As you are aware, your colleague Ron Willemsen has written a number of letters to us on behalf of clients who are growers in the Timbercorp Table Grape Schemes. You will recall that the purpose of my call was to enquire whether your firm wished to be served with a copy of the proceeding, when it was filed.

The proceeding has now been filed and will be heard before the Honourable Justice Davies on 2 February 2011. A copy of the Court documents can be found on our website, using the following link: http://www.abl.com.au/timbercorp/7029of2010.htm.

You indicated to me during the course of our conversation that you would let me know if your firm wished to be served with a copy of that application. As we did not receive confirmation either way from you, we have not done so.

Would you please confirm by return email that your firm does not wish to be formally served with the application, and advise whether any of your clients wish to appear in support of, or opposition to, the application on 2 February 2011?

Kind regards


Arnold Bloch Leibler I Level 21, 333 Collins Street, Melbourne Victoria 3000 T: +61 3 9229 9631 I F: +61 3 9916 9358 bslocum(abl.com.au I www.abl.com.au



S Cl 2010 7029




Plaintiffs





This is the exhibit marked "BES-11" now produced and shown to BRIDGET ELLEN

SLOCUM at the time of swearing her affidavit on 1 February 2011.

EAGAN LOUISE GROSE MnO och L&

Level 21,333 CO" Street MeLoume 3000

An Auatrallafl Legal PrtItIOfle within the rn&nIng of the Legal PteSSiOfl Act 2004

Before me . ...

Exhibit "BES-Il" Letter from Macpherson & Kelley to Arnold Bloch Leibler



DX 38455 Melbourne


Tel: 9229 9999 Level 21



(Leon Zwier) ABU1 372574v1

Is - l1- Meagan Grose

From: Slifka, Katrina [[email protected] ] Sent: Friday, 28 January 2011 2:53 PM To: Bridget Slocum Subject: Timbercorp Table Grape Schemes Attachments: 280111 Letter to Arnold Bloch Leibler (D1498125).PDF

Dear Bridget,

Please refer to the attached letter.

Kind regards,

Katrina Slifka Legal Secretary

Macpherson + Kelley Lawyers 40-42 Scott Street Dandenong Vic 3175 I DX 17501 I Dandenong Ph: (03) 9794 2620 I Fax: (03) 9794 2560 katrina.slifka(mk.com.au I www.mk.com.au

This message together with any attachment is intended for the use of the person to whom it is addressed and contains information that is privileged and confidential. If you are not the intended recipient, or the employee or agent responsible for its delivery to the intended recipient, you are hereby notified that any dissemination, distribution or copying of it is strictly prohibited.

Please notify us if you have received it in error, and otherwise take all necessary steps to delete it from any transient or permanent storage device or medium and notify us by return e-mail or by telephone on +61 3 97942600. Any views expressed in this e-mail and any files transmitted with it are those of the individual sender, except where the sender specifically states them to be the views of Macpherson + Kelley Lawyers.

Macpherson + Kelley Lawyers does not represent or warrant that the attached files are free from computer viruses or other defects. The user assumes all responsibility for any loss or damage resulting directly or indirectly from the use of any attached files.

Your ref: Our ref: RGW:RHD:183435 REPLY TO DANDENONG OFFICE

28 January 2011

Ms Bridget Slocum Arnold Bloch Leibler DX 38455 MELBOURNE

By email: [email protected]

Macpherson+Keltey Lawyers

ACN 129 470

W?mMr. ’.vw rn’ ’(ifli dU

Dandenong

e0-12 Scott Si

Dand?nony Victoria 3175 DX 17501 Dandencnq

TQli?phrie o1 3 9791 200

Melbourne

Level 27, 1 1/, William Si

MI0urre Victoria 3000

DX 17, Mlb9urie

Telepiion ,1 3 81 5 9900

Dear Madam,

TIMBERCORP TABLE GRAPE SCHEMES

We refer to your email to Ron Willemsen and Robert Downing of our office dated 25 January 2011.

We advise that we will not be participating in the proceeding filed by your client, therefore you do not need to formally serve our office with the application.

Yours faithfully

Macpherson + Kelley RON WILLEMSEN Principal Accredited Commercial Litigation Specialist TEL: +613 9794 2620 FAX: +61 3 9794: D EMAIL: [email protected]

Victoria

New South Wales

.: il

Tasmania IlciI;.’jri

M+lç is a member of Muttitaw the worldwide association of independent law firms. {D1498019:1}

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