APPENDIX G - PwC
Transcript of APPENDIX G - PwC
APPENDIX G
APPENDIX H
Important note: The information sheets contain a summary of basic information on the topic. It is not
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 www.asic.gov.au/insolvencyinfosheets. The information sheets are also available from the IPA website at www.ipaa.com.au. The IPA website also contains the IPA’s Code of Professional Practice for Insolvency Professionals, which applies to IPA members.
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
APPENDIX I
Insolvency Practitioners Association of Australia ABN 28 002 472 362 33 Erskine Street, GPO Box 3921, Sydney NSW 2001 P+61 2 9290 5700 F +61 2 9290 2820 www.ipaa.com.au
Creditor Information Sheet
Offences, Recoverable transactions and Insolvent Trading
Offences A summary of offences that may be identified by the administrator:
180 Failure by officer to exercise a reasonable degree of care and diligence in the exercise of his powers and the discharge of his duties.
181 Failure to act in good faith.
182 Making improper use of position as an officer or employee, to gain, directly or indirectly, an advantage.
183 Making improper use of information acquired by virtue of his position.
184 Reckless or intentional dishonesty in failing to exercise duties in good faith for proper purpose. Use of position or information dishonestly to gain advantage or cause detriment.
206A Contravening an order against taking part in management of a corporation.
206A, B Taking part in management of corporation while being an insolvent under an administration.
206A, B Acting as a director or promoter or taking part in the management of a company within five years after conviction or imprisonment for various offences.
209(3) Dishonest failure to observe requirements on making loans to directors or related companies.
254T Paying dividends except out of profits.
286 Failure to keep proper accounting records.
312 Obstruction of auditor.
314-7 Failure to comply with requirements for financial statement preparation.
437C Performing or exercising a function or power as officer while a company is under administration.
437D(5) Unauthorised dealing with company's property during administration.
438B(4) Failure by directors to assist administrator, deliver records and provide information.
438C(5) Failure to deliver up books and records to administrator.
590 Failure to disclose property, concealed or removed property, concealed a debt due to the company, altered books of the company, fraudulently obtained credit on behalf of the company, material omission from Report as to Affairs or false representation to creditors.
Voidable Transactions
Preferences
A preference is a transaction such as a payment between the company and one or more of its creditors, in which the creditor receiving the payment is preferred over the general body of creditors. The relevant time period is six months before the commencement of the liquidation. The company must have been insolvent at the time of the transaction, or become insolvent as a result of the transaction.
Where a creditor receives a preferred payment, the payment is voidable as against a liquidator and is liable to be paid back to the liquidator subject to the creditor being able to successfully maintain any of the defences available to the creditor under either the Corporations Act. Uncommercial Transaction
An uncommercial transaction is one that it may be expected that a reasonable person in the company's circumstances would not have entered into having regard to: • the benefit or detriment to the company; • the respective benefits to other parties; and, • any other relevant matter.
To be voidable, an uncommercial transaction must have occurred during the two years before the liquidation. However, if a related entity is a party to the transaction, the time period is four years and if the intention of the transaction is to defeat creditors, the time period is ten years.
Insolvency Practitioners Association of Australia Creditor Information Sheet s439A report (2) Page 2
The company must have been insolvent at the time of the transaction, or become insolvent as a result of the transaction. Unfair Loan
A loan is unfair if and only if the interest was extortionate when the loan was made or has since become extortionate. There is no time limit on unfair loans – they only have to have been entered into any time on or before the day when the winding up began. Arrangements to avoid employee entitlements
If an employee suffers loss because a person (including a director) enters into an arrangement or transaction to avoid the payment of employee entitlements, the liquidator or the employee may seek to recover compensation from that person. It will only be necessary to satisfy the court that there was a breach on the balance of probabilities. There is no time limit on when the transaction occurred. Unreasonable payments to directors
Liquidators have the power to reclaim "unreasonable payments" made to directors by companies prior to liquidation. The provision relates to transactions made to, on behalf of, or for the benefit of, a director or close associate of a director. To fall within the scope of the section, the transaction must have been unreasonable, and have been entered into during the 4 years leading up to a company's liquidation, regardless of its solvency at the time the transaction occurred. Voidable charges
Certain charges are voidable by a liquidator: • Floating charge created with six months of the liquidation unless it secures a subsequent advance; • Unregistered charges; and • Charges in favour of related parties who attempt to enforce the charge within 6 months of its creation. Insolvent Trading
In the following circumstances, directors may be personally liable for insolvent trading by the company: • a person is a director at the time a company incurs a debt; • the company is insolvent at the time of incurring the debt or becomes insolvent because of incurring the
debt; • at the time the debt was incurred, there were reasonable grounds to suspect that the company was
insolvent; • the director was aware such grounds for suspicion existed; and • a reasonable person in a like position would have been so aware.
The law provides that the liquidator, and in certain circumstances the creditor who suffered the loss, may recover from the director, an amount equal to the loss or damage suffered. Similar provisions exist to pursue holding companies for debts incurred by their subsidiaries.
A defence is available under the law where the director can establish: • there were reasonable grounds to expect that the company was solvent and they actually did so
expect; • they did not take part in management for illness or some other good reason; or, • they took all reasonable steps to prevent the company incurring the debt.
The proceeds of any recovery for insolvent trading by a liquidator are available for distribution to the unsecured creditors before the secured creditors. Important note: This information sheet contains a summary of basic information on the topic. It is not a substitute for legal advice. Some provisions of the law referred to may have important exceptions or qualifications. This document may not contain all of the information about the law or the exceptions and qualifications that are relevant to your circumstances.
APPENDIX J
RIYri
WILLMOTT GROUP
REMUNERATION REPORT FOR PERIOD 26 OCTOBER TO 15 NOVEMBER 2010
ADMINISTRATORS’ REMUNERATION REPORT FOR PERIOD 26 OCTOBER TO 15 NOVEMBER 2010
WILLMOTT GROUP OF COMPANIES Willmott Forests Limited (ACN 063 263 650) ("WFL")
Willmott Finance Pty Ltd (ACN 081 274 811) Willmott Forest Products Pty Ltd (ACN 103 019 094)
Willmott Forests Investment Management Pty Ltd (ACN 098 718 837) Willmott Forest Nominees Pty Ltd (ACN 085 588 772)
Willmott Energy Pty Ltd (AGN 130 251 759) Wilmott Subscriber Pty Ltd (ACN 134 963 027) Bioenergy Australia Pty Ltd (ACN 096 335 901)
Bioforest Limited (ACN 096 335 876) Willmott Notes Pty Ltd (ACN 134 963 036)
(All Administrators Appointed)
(All Receivers And Managers Appointed)
(together, Willmott Group)
BACKGROUND
Craig Crosbie and Ian Carson (Administrators) were appointed Administrators of the Willmott Group by order of the Federal Court of Australia on 26 October 2010.
The Company is the Responsible Entity and Manager of the schemes set out in Schedule 1 and Schedule 2 to this report (Willmott Schemes).
This report identifies the fees incurred by the Administrators in the conduct of the administration for the period 26 October 2010 to 15 November 2010 (Period).
All of the Administrators’ fees incurred during the Period related solely to WFL. If costs in any later period relate specifically to other companies within the Willmott Group, we will address this in the relevant remuneration report.
During the Period, the Administrators have:
� conducted investigations and a review of key scheme documents, an analysis of a 6 month budget for the Willmott Schemes and recently commenced a scheme viability analysis;
� commenced investigations into the affairs of the Willmott Group, including a review of books and records of WFL and discussions with key management personnel;
� had dealings with various key stakeholders including regular meetings with the representatives of the investors (Growers), dealings with the secured creditors and Receivers and Managers, employees and unsecured creditors;
� investigated the costs expected to be incurred by WFL as owner and manager of the Willmott Schemes including, for example, statutory costs and fire preparedness;
� had dealings with WFL’s insurer to determine the current insurance position and negotiate further cover, and writing to all Growers to advise them they have an option to insure their woodlots;
� commenced an expressions of interest campaign for recapitalisation, restructuring, or replacement of the responsible entity or manager of the Willmott Schemes; and
� ensured that all statutory responsibilities have been met, including lodgement of forms with ASIC and the ATO.
BASIS FOR CHARGING FEES
The Administrators’ rates were provided to the Federal Court on or before 26 October 2010 by way of letter to Clayton Utz dated 21 October 2010 which was produced to the Court. The Administrators’ rates are set out in Appendix A to this report.
The Administrators’ fees are charged on the basis of time spent on the administration in accordance with Insolvency Practitioners Association guidelines. The Administrators have taken all reasonable steps to ensure that the employees engaged in the administration have the appropriate experience for the work conducted.
This report identifies in respect of all fees:
� the nature of the work performed; � the amount of time spent by the Administrators and their employees; � the seniority of those personnel; and � the rates charged in respect of those personnel.
Fees outlined in this remuneration report have not been attributed to specific schemes or companies on the basis that all scheme-related tasks undertaken by the administrators to date have been general tasks. In subsequent reports, where fees are attributable to a particular scheme or company, the Administrators will identify the scheme or company to which the fees relate.
3 STAFFING OF ADMINISTRATION
LEVEL NAME RESPONSIBILITY EXPERIENCE
Partner Craig Crosbie Appointee 21 Years
Partner Ian Carson Appointee 30 Years
Partner Cohn Egan Expressions of Interest Program
18 Years
Director Barry Wight Team Leader 17 Years
Director Les Cullen Scheme Analysis 25 Years
Director Carl Hoerner Scheme Analysis 15 Years
Director Anthony Natoli Expressions of Interest Program
25 Years
Senior Manager Aaron Finlayson Expressions of Interest Program
9 Years
2
Manager Michael Carmody Statutory & Trade On Management
5 1/2 Years
Manager Ben Te Wierik Investigations 6 Years
Supervisor Bridgette Watson Grower’s Liaison 4 Years
Supervisor Michael Paterson Scheme Analysis 5 Years
Supervisor Ronan Lehane Remuneration 4 Years
Analyst 1 Evan Wright Expressions of Interest Program
4 Years
Analyst 1 May Kelly Creditors 2 % Years
Analyst 1 Roydon Saldanha Budgeting 2 Years
Analyst I Diana Micovski Statutory 2 % Years
Analyst 2 Robert Gold Creditors 2 Years
Analyst 2 Anna Sajben Administrative Tasks
2 Years
Graduate Christopher Tung Scheme Analysis 1 Year
Bookkeeper Fatima Onal Administrative Tasks
6 Years
Personal Assistant Sky Austin-Martin Administrative Tasks
5 % Years
Personal Assistant Taryn Green Administrative Tasks
6 Years
4 FEES INCURRED
The Administrators’ fees incurred during the Period in performing general scheme-related tasks as part of the administration total $105,479.90.
The Administrators’ fees incurred during the Period in performing non-scheme-related tasks as part of the administration total $122,936.60.
A breakdown of these fees is recorded in Appendix B to this report (summary of hours spent) and Appendix C to this report (summary of work completed).
5 ANALYSIS OF TIME SPENT ON ADMINISTRATION
The fees incurred by the Administrators can be broken down into the following categories:
� scheme-related costs; � administration; � assets; � creditors; � employees; � investigation; and � trade on.
The distribution of fees incurred amongst these categories is illustrated in the graph below.
Distribution of Fees by Task
DScheme Costs DAdministration IMAssets RCreditors QEmployees Minvestigation *TradeOn
Scheme related costs comprised 46% of the overall fees incurred by the Administrators during the Period. Tasks in this category include:
� analysing the nature and viability of the Willmott Schemes; � dealing with Growers’ concerns and queries and reviewing various Growers’ reports; � preparing all relevant documents to conduct an expressions of interest campaign for
the Willmott Schemes; and � overall management of the Willmott Schemes going forward including preparation of
budgets.
In relation to general administration costs a significant amount of time has been spent dealing with the following areas:
� liaising with stakeholders, including creditors and employees; � complying with statutory requirements, including lodging forms with ASIC and the
ATO; � corresponding with suppliers and landlords; � investigations into the Bombala land and valuations attributed thereto; and � insurance.
A detailed breakdown of time spent on all areas is set out in Appendix C of this report. Individual timesheet records can be provided upon request.
4
6 SENIORITY OF PERSONNEL
Due to the recent appointment of the Administrators and the complex nature of the administration, there has been a greater need for the involvement of senior staff to date, in directing the administration and overseeing the team of employees assisting with the administration.
The Administrators expect that as the administration progresses, senior staff will become less involved and the bulk of the Administrators’ fees incurred will be attributable to mid-range and junior staff.
There have been three directors involved full-time during the Period in the following roles:
� Barry Wight - overall team leader involved in overseeing the administration in its entirety. � Les Cullen & Carl Hoerner - responsible for overseeing the analysis and review of the
Willmott Schemes.
A Senior Manager has been involved full time in an advisory role working on expressions of interest for:
� the Willmott Schemes; � possible restructuring or recapitalisation of The Willmott Group; and � asset acquisitions.
Managers and Supervisors have been active in dealing with a number of important issues such as liaising with creditors and Growers and complying with statutory requirements.
Junior staff have assisted in supporting senior staff in dealing with such things as creditors’ and Growers’ queries and the analysis of scheme documents.
The breakdown of work conducted during the period in terms of seniority of personnel is illustrated in the graph below:
Position Hours Worked by Position
Partner
Director
Senior Manager
Manager
Supervisor
Senior Analyst 1
Analyst 1
Analyst 2
Graduate
Bookkeeper
PA
0 50 100 150 200
Number of Hours
5
Schedule I - Manacled Investment Schemes
Willmott Forests 1989 - 1991 Project Willmott Forests 1995 - 1999 Project Willmott Forests Project BioForest Dual Income Project 2006 BioForest Sustainable Timber and Biofuel Project 2007 Willmott Forests Premium Forestry Blend Project Willmott Forests Premium Forestry Blend Project - 2010 Project Willmott Forests Premium Timberland Fund No. 1
Schedule 2 - Unregistered Managed Investment Schemes
1983 (No Project) 1984 (No Project) 1985 (No Project) 1986 (No Project) 1987 (No Project) 1989 (No Project) 1990 (No Project) - Interest Only Offer 1991 (No Project) Mckenzie & Partners - Forestry Partnership No.1 (1993) Grimsey & Associates Pty Ltd - Forestry Partnership No. 1 (1994) Grimsey & Associates Pty Ltd - Forestry Partnership No. 2 (1994) Grimsey & Associates Pty Ltd - Forestry Partnership No. 3 (1994) McKenzie & Partners - Forestry Partnership No. 2 (1994) 1995 (No Project) (Custom) Sharp/Reed Plantation Project -1998 Information Memorandum Willmott Forests - Professional Investor - 2001 Project - 2001 Information Memorandum 2001 (No Project) WiIImott Forests - Professional Investor - 2002 Project - 2002 Information Memorandum Willmott Forests - Professional Investor - 2003 Project - 2003 Information Memorandum (2003) and 2003 Information Memorandum (2004) Willmott Forests - Professional Investor - 2004 Project - 2004 Information Memorandum and 2004 Information Memorandum (2005) 2005 BioForest Wholesale Project No. 2 - 2005 Wholesale Forestry Memorandum (Bioforest) Willmott Forests - Professional Investor - 2006 Project - 2006 Information Memorandum
APPENDIX A
ADMINISTRATORS’ APPROVED RATES
POSITION DESCRIPTION HOURLY RATE
Principal Registered and I or Official Liquidator, Administrator or Registered 560 Appointee Trustee in Bankruptcy or Partner, bringing their specialist skills to the
administration or insolvency task.
Director/ Principal Extensive insolvency or equivalent experience, at least 5 years at 460 manager level as a qualified accountant and capable of controlling all aspects of an administration.
Senior Manager More than 7 years insolvency or equivalent experience, at least 3 of 440 which as a manager and qualified accountant. 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.
Manager 6-7 years, qualified accountant, with well developed technical and 330 commercial skills. Is 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. Controls 2-4 staff.
Supervisor 4-6 years. ICAA/CPA or equivalent qualification. Has conduct of minor 300 administrations and experience in control of 1-3 staff. Assisting with the planning and control of medium to larger jobs.
Senior Analyst 1 2-4 years. ICANCPA is normally completed within this period. Assisting 234
with the planning and control of small to medium scale jobs as well as
Senior Analyst 2 performing some of the more senior work on larger jobs. 215
Analyst 1 0-2 years. ICAA/ CPA is normally commenced within this period. 200 Required to assist in day to day fieldwork under supervision of more
........................... 154
senior staff.
Graduate 0-1 years. Has recently completed an appropriate degree. Required to 154 assist in day to day fieldwork under supervision of more senior staff.
Undergraduate Undertaking an appropriate degree. Required to assist in administration 154 and day to day fieldwork under supervision of more senior staff.
Senior More than 5 years experience dedicated to specialised IPS/Sol 6 154 Bookkeeper processing.
Bookkeeper Skilled operator dedicated to specialised IPS/Sol 6 processing. 150
PA Appropriate skills including machine usage. 150
Administration Non qualified. Classification depends on experience, salary and 95 complexity of work to be conducted.
-o -o m z a
911
Client Name: WILLMOTT GROUP OF COMPANIES
CALCULATION OF REMUNERATION FOR THE PERIOD 26 OCTOBER 2010 TO 15 NOVEMBER 2510
__ __ CROSBIE, CRAIG Partner 560.00 36.60 20,496.00 5,040.00 9.00 9,772.00 77.40 2,436.00 4,35 1,736.00 3.10 - - 840.00 1.50 672.00 1,20
CARSON. IAN Partner 560,00 11,50 6,440,00 - - 6,440.00 11.50 - - - - - - - - - - EGAN, COLIN Partner 560.00 0.50 280.00 280.00 0.50 - - - - - - - - - - - - WIGHT, BARRY Director lPrtncipal 460,00 8738 40,194.80 2,566.80 558 21.87300 47.55 460.00 1.00 3.220,00 7,00 1,265,00 2.75 690.00 7,50 10,120.00 22.00
CULLEN. LEO Director /Principal 460.00 51.20 23,552,00 15,410.00 33.50 7,222.00 15.70 - 920.00 2.00
HOERNER.CARL Director lPrincipal 460,00 42.40 19,504.00 17,020,00 37.00 1,540.00 4.00 644.00 1,40 - - - - - - - NATOLI. ANTHONY Director I Principal 460.00 0.50 230.00 230.00 0,50 - - - - - - - - - - - - FINLAYSON, AARON Senior Manager 440.00 69.05 30,352.00 30,352.00 69.05 - - - - - - - - - - - - .ARMOOY. MICHAEL Manager 330,00 51.40 16,962.00 1,023.00 3.10 9,900.00 30.00 429.00 1.30 1,749.00 5.30 594.00 1.80 924.00 2,80 2,343,00 7.10
W1ERIK, BE YE Manager 330,00 23.10 7,623.00 - 3,993.00 12.10 2.574,50 7.80 - - - - 132.00 0,40 924.00 2.90
WATSON. BRIDGE1TE Supervisor 30000 81.40 24,425.00 8,970.00 29.90 6,990.00 2330 3,210.00 10.70 4,410.00 14.70 90.00 030 - - 75000 2,50
PATERSON. MICHAEL Supervisor 300.00 56.50 16.950,00 16.900,00 56.50 - - - - - - - - - - - - LEHANE. RONAN Supervisor 300,00 14,00 4,200,00 - - 4,200.00 14.00 - - - - - - - - - WRIGHT. EVAN Senior Arralyot 1 234.00 4.80 1,123.20 1,123.20 4,80 - - - - - - - - - - - - MAY, KELLY Analyst I 20000 1,50 300,00 - - - - - - 300.00 1.50 - - - - SALDSNHA. ROYDON Analyst 1 200,00 1,00 200,00 - - - - - - - - - - - 200.00 1.00
MICOVSKI. DIANA Analyst 200.00 0.50 100.00 - - 100.00 0.50 - - - - - - - - - GOLD, ROBERT Analyst 15405 40,40 6,221,80 - - B47.00 5,50 569.60 370 4,96460 31.25 - - - - - - SK,JBEN, ANNA Analyst 2 154,00 10,60 1,632.40 - - 1.524,60 9,90 77.00 0.50 - - - - - - 30,80 020
rUNG. CHRISTOPHER Graduate 154,00 47,00 7.238,00 6,202.45 40,60 215,80 1.40 770.00 5,00 - - - - - - ONAL. EATMA Bookkeeper 150.00 0,70 105,00 - - 10500 0.70 - - - - - - - - - AUSTIN-MARTIN, SKY PA 150.00 1.55 232.50 232.50 1.55 - - - - - - - - - - - - GREEN. TARYN PA 150,00 0.20 30,00 - - - - - - 30.00 0.20 - - - - - -
GOT
Average hourly rate (excluding GOT) 360,40
APPENDIX C DESCRIPTION OF WORK SCHEDULE
WILLMOTT GROUP OF COMPANIES
Summary of work undertaken for the period 26 October 2010 to 15 November 2010.
Task Area General Description Includes Appropriate Resources Employed
Analysis of Schemes � Review of various Public Disclosure Statements, information memoranda and other scheme documents to � The analysis of the schemes has primarily been understand the nature of the schemes and the conducted by Les Cullen and Carl Hoerner, both differences between them. Directors. Messrs Cullen and Hoerner have experience
� Understanding variations between registered and non� with MIS and were therefore appropriate for this task, registered schemes. particularly given the level of complexity involved.
� Analysing viability of various schemes, with reference to � Supervisor, Michael Paterson, and Graduate, Chris maturity, size and location of plantation, together with Tung, also assisted Messrs Cullen and Hoerner with scheme structure. non-complex tasks which were deemed appropriate for
� Assessment of short and long term schemes and their level of experience. discussions with Receivers and Managers and company � It was necessary for the MIS team as detailed opposite employees, to attend regular meetings to allow effective
� Liaising with legal advisors re scheme legalities to understanding of the complex schemes and information
Scheme Related establish how to deal with varying constitutions and to be shared efficiently. different projects within schemes.
Costs � Meetings between the MIS team consisting of Les Total: Cullen, Carl Hoerner, Christopher Tung and Michael
$105,479.90 Patterson to share information and to discuss various issues, including review of key scheme documents, viability analysis and plantation maintenance requirements.
Grower Liaison � Work on creating a Frequently Asked Questions ( FAQ’s) � Primary oversight for Grower liaison was performed by list for dealing with Growers’ concerns. Supervisor, Bridgette Watson, who is considered to have
� Discussions surrounding budgeted cashflow and the requisite level of expertise, noting significant providing information to Growers. involvement with Grower issues since the Administrators’
� Correspondence with Rachel Grant of Willmott regarding appointment. Grower register and data extraction. � Administrator, Craig Crosbie, has attended all Grower
� Dealing with Grower enquiries. meetings along with Ms Watson, and provided necessary
� Analysing cash flow on a scheme by scheme basis. guidance and oversight on Grower related issues where
� Preparing for, and meeting with, Grower representatives, appropriate. � Robbie Gold, Analyst 2 level, has provided assistance
with any routine or administrative tasks.
Task Area General Description Includes Appropriate Resources Employed
Grower Liaison � Attendance at meeting with Willmott Action Group (WAG) and WiUmott Growers Group (WGG) to update them on progress of the administration and strategy going forward.
� Review of 2009 and 2010 Growers’ Reports. � Meeting with Paul Kaiser of King’s Insurance Brokers to
negotiate terms of Growers’ insurance policy. � Consider letters from Macpherson & Kelley regarding
Grower claims for damages. � Dealing with information and document requests from
WAGand WGG. EOI/Recapitalisation � Preparation of timeline for expressions of interest’ � Senior Manager, Aaron Finlayson, with specialist skills in
process, outlining key tasks to be carried out and Corporate Finance has primary oversight in analysing updating once tasks are commenced or completed. the schemes and leading the expressions of interest
� Prepare advert for expressions of interest and placement process. The complexity of this administration requires in newspapers. someone who has Mr Finlayson’s experience in running
� Liaison with newspapers. similar types of processes and dealing with interested � Preparing expressions of interest pack of documents for parties.
circulation to interested parties. � Preparing list of potential interested parties and
contacting those parties. � Discussions with Administrators’ legal advisers as to
disclosure of documents and treatment of confidential information.
Scheme Maintenance � Discussions with David Sherwood (KordaMentha) and � Director, Carl Hoerner, has primarily conducted this Stephen Addicott (Willmott) regarding scheme cash analysis, noting his experience with MIS. budgets for FY 2011. � Michael Paterson, Supervisor, also provided assistance
� Meeting with Steve Addicott (Willmott) re preparation of in the analysis of forestry costings, where appropriate. forecast profit and loss statement to June 2011 and review of same.
Sale of Real Property � Discussions with Mr D Thomas from M3 Property, the � Administrator, Craig Crosbie, has predominantly carried valuer previously engaged by Willmott, regarding out tasks in relation to real property, noting his previous valuations of land. experience in property matters and the requirement to
� Telephone discussion with Messrs Sutherland and deal with senior personnel within external property
Assets Brown of Sutherland Farrelly, a property valuation organisations.
Total $11 ,169.80 company, regarding the Bombala, NSW, sites and nature � Manager, Ben Te Wierik, has assisted the Administrator of previous valuations conducted. in relation to property related tasks, particularly in
� Review property valuations provided by M3 Property as relation to the investigation into unencumbered land, at June and August 2010. noting this largely involved research and discussion with
� Discussions in relation to Shannon’s/Goldsands property Willmott management. As such, Mr. Te Wierik is at the which is unencumbered land in Bombala and appropriate level of seniority for this task. assessment of its sales potential.
Task Area General Description Includes Appropriate Resources Employed
Leasing � Review of correspondence received from landlords, � Barry Wight, Director, was primarily involved in dealings including notices of breach, and discussions with legal with leased land, which required the review of numerous advisors regarding Willmott’s response. agreements and obtaining legal advice. MrWight is the
� Reviewing leasing documents and understanding primary contact with the Administrators’ legal advisors. underlying rights and obligations. Mr. Wight has extensive experience in dealing with
� Review of leased vehicle register and correspondence to leasing issues from previous insolvencies and is Esanda Finance in respect of vehicles to be retained or therefore appropriate for this task. returned. � Michael Carmody, Manager, assisted with the collation of
� Review of correspondence from Forests NSW. relevant documents and initial review of the above leases, as well as a review of leased forestry motor vehicles, noting one of his primary roles is to assist the Administrators _with _operational _matters.
Creditor Enquiries � Receive and follow up creditor enquiries via telephone � Robbie Gold, Analyst 2 level, has primarily dealt with a and email, high volume of creditor issues such as phone calls or
� Maintaining creditor enquiry register. emails, noting these tasks are non-complex or of a � Review and prepare correspondence to creditors and routine nature.
their representatives via telephone and email. � Review and consider letters from Forests NSW regarding
maintenance works on leasehold land.
Creditor Reports � Commence drafting Section 439A report to Creditors. � Robbie Gold, Analyst 2 level, has been responsible for � Collation of contact information for all advisors, commencing the Section 439A report outline as well as � Review of numerous emails from the Committee of compiling the Committee of Creditors details and dealing
Creditors regarding preparation for meeting. with their enquiries. These tasks are not complex and of an_ administrative _nature.
Creditors Secured Creditor � Meetings with KordaMentha to firstly receive an update � Barry Wight, Director, has primary responsibility for Total: $16,249.80 on the current status of administration and thereafter to liaison with KordaMentha staff as he has extensive
share information, insolvency experience and knowledge. Mr Wight has � Numerous telephone discussions and email also dealt with enquiries direct from the secured
correspondence with KordaMentha regarding access to creditors, noting he has extensive experience in dealing books and records, investigations and operational with such stakeholders. issues. � Ian Carson and Craig Crosbie have been involved in
� Letters to secured creditors formally advising of meetings and discussions with the Receivers and appointment. Managers and secured creditors. This is considered
� Other correspondence with secured creditors appropriate given the complexity of issues involved, the
� Telephone conversation with Mr Berger of CBA decision making required and level of seniority of
regarding Committee of Creditors Meeting. secured creditors’ staff participating.
Dealing with Proof of Debts � Receiving, review and processing of Proof of Debt forms � Robbie Gold, Analyst 2 level, has primarily dealt with a for 386 unsecured creditors totalling $27,903,844. high volume of proofs of debt, noting these tasks are
� Review of incoming mail and distribution to appropriate non-complex or of an administrative nature. staff.
Task Area General Description Includes Appropriate Resources Employed
Employees Enquiry . Extensive phone conferences with Rachel Grant � Michael Carmody, Manager, has primary responsibility regarding current employee resources. for dealing with all employee issues, noting he has also
� Meeting with Willmott employees to discuss ongoing been dealing with Willmott employees throughout the roles. administration in regard to forestry management and
� Dealing with general employee enquiries, insurance matters. Mr Carmody has extensive Employees . Assessment of employee resources as per Receivers experience dealing with employee issues in other
Total: $1,949.00 and Managers correspondence received. insolvency administrations.
� Engaging with KordaMentha to discuss Willmott’s ongoing _staffing _requirements.
Other Employee Issues � Review of employee requirements at Willmott Head � Barry Wight, Director, has reviewed Mr. Carmody’s Office and onsite at the Bombala plantations. reporting on employee issues and sought approvals from
� Liaise with Receivers and Managers and key Willmott the Administrators where appropriate. He has also management personnel. liaised with the Receivers and Managers where
� Consider nature and quantum of employee entitlements. necessary.
Trade On Management � Extensive review of supply and trading agreements � Barry Wight, Director, has primary responsibility of between Visy Pulp and Willmott and preparation of managing the Administrators’ team across a number of correspondence to Visy regarding ongoing operations. trade-on issues, noting his extensive insolvency and
� Review of trade agreement with Hancock Forestry. operational experience.
� Review of Harvest Agreement between Willmott and SF � Michael Carmody, Manager, has provided the majority of
Forestry. support to Mr Wight in completing various tasks such as
� Management of PPB team including review and approval reviewing agreements, drafting correspondence, dealing
Trade On correspondence, providing guidance on trade on issues with employees etc. Mr Carniody’s level of insolvency
Total: $15,039.80 and discussions with the Receivers and Managers re experience was appropriate for dealing with various
trade-on issues. stakeholders and reviewing documents.
� Various trade on management issues including application for finance letter and discussion with financiers, instructing Willmott employees, discussions with Receivers and Managers on access to information and other issues.
� Meeting with Rob de Fegely, independent forestry expert, regarding advice on viability of the various plantations, forestry strategy and retention of key personnel.
Conducting Investigation � Investigation of funding alternatives. � Craig Crosbie, Administrator, has primary responsibility
� Investigating statutory land maintenance requirements for leading the administration team and providing
and associated risk implications, guidance and leadership where appropriate over all administration issues. This is considered critical to an
Investigation effective management of the team. Investigations to
Total: $3,506.00 date have focussed on key risk areas requiring direct appointee involvement.
Examinations � Meeting with Marcus Derham director of Willmott Group. � Craig Crosbie and Ian Carson, Administrators, held a meeting with a Willmott Group director, which is appropriate given the company officers level of seniority and the issues discussed.
Task Area General Description Includes Appropriate Resources Employed
Legal . Obtain and review legal advice regarding application for � Barry Wight, Director, is primarily responsible for liaison directions (including proposed finance facility, scheme with the Administrators’ legal representatives, including
funding and insurance), the dissemination of information between the legal and Administrators’ teams. MrWight has been extensively involved in affidavit preparation, noting Mr Wight has general oversight of the Administrators’ team and the complex issues involved. Craig Crosbie, Administrator, has been closely involved with various legal issues, including the court application process, _scheme _funding _and _insurance.
Correspondence � Review and respond to email from Mr D Perrett from � Outward correspondence has been prepared and inward Willmott Action Group. correspondence dealt with by various team members
� Review and respond to email from Mr R Craig of counsel since the commencement of the administration, noting
re proposed court orders. this section covers a wide range of issues as detailed.
� Review correspondence from Avitus Fernandez, former � Initial drafts of correspondence are prepared by junior administrator, regarding arrangements for handover. staff before being provided to management staff (such as
� Correspondence with to Arnold Bloch Leibler, Michael Carmody) for review.
Administrators’ solicitors. � Administrator, Craig Crosbie, has been involved in
� Drafting correspondence to landowners Hancock Vic reviewing final drafts of correspondence before signing.
Plantations Pty Ltd and Forestry Commission of NSW. � Drafting letters to legal representatives for AborGen
Australia Pty Ltd, Eastern Forest Nursery Pty Ltd and Withcott Seedlings regarding various seedling contracts.
� Review and respond to correspondence from Mr D Administration Andrews from Slater and Gordon. Total: $75,022.20 � Review correspondence from Aliens Arthur Robinson
regarding letters issued by Macpherson & Kelly on behalf of growers.
� Consideration of letter from KordaMentha re Plantation and Reforestation Code Regulation 2001.
� Drafting letters to ATO re GST registration and Commonwealth Bank re-establishing a bank account.
� Preparation and review of RATA letters to the directors of the various entities.
ASIC/ITSA Forms � Preparation and review of statutory forms and lodgement � Anna Sajben, Analyst 2 level, was involved in the
with ASIC. preparation and lodgement of statutory forms. Ms. Sajben was an appropriate member to carry out this task due to the routine nature of the task.
� Michael Carmody, Manager, reviewed relevant statutory forms for accuracy and Craig Crosbie, Administrator, executed them prior to lodgement.
Task Area General Description Includes Appropriate Resources Employed
Document � Establishing IT and data storage systems for � Fatima Onal, Bookkeeper, was involved in the
Maintenance/File administration and updating of appointment register. establishment of job codes. This is part of Ms. Onal’s
Review/Checklist � Review and establish internal time recording codes. primary responsibilities at PPB.
� Establish and ongoing update of administration checklist. � Michael Carmody, Manager, had primary oversight in the establishment of an internal checklist and relevant time codes and communicating such information to team members. Mr. Carmody’s level of seniority is required to monitor time recording, checklist maintenance and delegation of tasks _to_be_performed.
Meetings - Internal � Voluntary Administration Team meetings. � It was necessary for the Administrators’ team to meet on a regular basis, noting the complex nature of this appointment and a number of interrelated issues requiring _sharing _ofknowledge.
Meetings - External � Meeting with Rachell Grant - Growers Relationship � Administrators’ staff attend external meetings where their Manager to discuss numerous matters including, but not involvement is necessary for the effective management limited to, insurance of standing timber, grower relations, of the administration. staffing requirements and a general overview as to the � The seniority of staff involved in external meetings is position with the various schemes. dictated by:
� Meeting with Rob De Fegley, an independent forestry � the complexity of the discussions to occur; and expert, in relation to the Bombala land and related � the level of decision making required. matters, including background discussion regarding the company. � Craig Crosbie, Administrator, and Barry Wight, Director,
� Attendance at Willmott Forests Head Office to meet with attended a meeting with a forestry expert to discuss Andrew Knight - KordaMentha and Rachel Grant - Client general forestry strategy, maintenance issues and Relations Manager. associated risk.
� Michael Carmody, Manager, attended a meeting with Willmott’s Grower Relationship Manager given his responsibility to deal with grower related insurance queries.
ATO & Other Statutory � Correspondence with the ATO regarding registration and � Michael Carmody, Manager, conducted a review of
Reporting the Commonwealth Bank regarding establishment of an correspondence prepared by junior staff prior to signing
account. by Craig Crosbie, Administrator. � As Administrator, Craig Crosbie, was involved in
telephone discussions with Senior ASIC staff which is appropriate _noting _appointee _obligations _to the regulator.
Task Area General Description Includes Appropriate Resources Employed
Insurance � Discussions surrounding insurance requirements of � Barry Wight, Director, was largely involved in key Willmott as the Responsible Entity/Manager of various insurance discussions and reviewing information to schemes. ensure appropriate insurance was effected. Mr Wight is
� Obtaining insurance information from company records. considered to have suitable seniority and insolvency
� Reviewing and obtaining legal advice in relation to experience to undertake this task given the risk
insurance policies, considerations concerned.
� Discussions internally regarding risk considerations and � Michael Carmody, Manager, assisted with the process of
insurance requirements. collating insurance information and presenting this to Mr
� Review of broker risk report and liaising with Willmott Wight for consideration and arranging meetings with
insurer to discuss Standing Timber policy, insurance brokers and others. Mr Carmody has strong
� Telephone conversation with Deborah Chong of Willis background experience from prior insolvencies in regard
Insurance regarding IMI policy and seeking clarification to insurance issues and oversees insurance matters
of key policy terms. generally at PPB.
� Review Agricola insurance policy. � Meeting with insurance broker and discuss proposed
amendments to terms of policy. � Review of fire maintenance planning at Willmott Group. � Meeting with Paul Kaiser of Kings Brokers and Paul
Beamer of Agrigcola to discuss standing timber insurance requirements.
Planning! � Conferences with Arnold Bloch Leibler to discuss various � Planning and supervision has primarily been carried out
Review/Supervision of complex issues that required legal advice, by Craig Crosbie, Administrator, and Barry Wight,
Staff � Extensive review of information provided by Director, with guidance and supervision provided to less KordaMentha pertaining to their appointment as senior members of staff. Senior team members are
Receivers and Managers. appropriate for this function given their involvement in all
� Review and updating of checklist outlining outstanding administration issues and noting the interdependence of
matters. issues.
� Internal meeting re discussions with Receivers and � Ronan Lehane, Supervisor, has primary oversight of the
Managers and banking syndicate. Administrators’ remuneration reporting process. His role
� Internal discussion regarding preparation of includes ensuring PPB time recording policies are
Remuneration Report. adhered to and the preparation of remuneration reports.
� Internal discussion and provision of background � Craig Crosbie, Administrator, has provided instruction
information re s439A report, particularly identified and guidance to:
investigations to focus on. � Mr Ben Te Wierik, Manager, in regard to
� Considering Administrators’ remuneration reporting s439A report preparation; and
process, preparing and reviewing timeline for � Mr Ronan Lehane, Supervisor, as to the
administration strategy. remuneration reporting process. Such instruction and guidance will allow both tasks to be undertaken by staff at appropriate levels in an efficient manner.
Telephone Calls/File Notes � Receive call from Lachlan McKenzie at ATO regarding � Bridgette Watson, Supervisor, is noted as contact for forest levy liabilities and review of email from same. external enquiries and has the requisite knowledge and
experience _in_ dealing _with _such _matters.
Task Area General Description Includes Appropriate Resources Employed
Books and Records / Storage
� Collection and review of books and records provided by the previous administrator,
� Bridgette Watson, Supervisor, was responsible for the collection of the books and records of Willmott from the former Administrator. Ms. Watson has had extensive dealings with the former administrator from the commencement of this administration. She has the requisite knowledge and experience to complete this task effectively and cost efficiently.
1
ADMINISTRATORS’ REMUNERATION REPORT FOR PERIOD 16 NOVEMBER TO 15 DECEMBER 2010
WILLMOTT GROUP OF COMPANIES
Willmott Forests Limited (ACN 063 263 650) (“WFL”) Willmott Finance Pty Ltd (ACN 081 274 811)
Willmott Forest Products Pty Ltd (ACN 103 019 094) Willmott Forests Investment Management Pty Ltd (ACN 098 718 837)
Willmott Forest Nominees Pty Ltd (ACN 085 588 772) Willmott Energy Pty Ltd (ACN 130 251 759)
Wilmott Subscriber Pty Ltd (ACN 134 963 027) Bioenergy Australia Pty Ltd (ACN 096 335 901)
Bioforest Limited (ACN 096 335 876) Willmott Notes Pty Ltd (ACN 134 963 036)
(All Administrators Appointed)
(All Receivers and Managers Appointed)
(together, Willmott Group)
1 BACKGROUND
Craig Crosbie and Ian Carson (Administrators) were appointed administrators of the Willmott Group on 26 October 2010 by order of the Federal Court of Australia.
WFL is the Responsible Entity or Manager of the schemes set out in Schedule 1 and Schedule 2 to this report (Willmott Schemes).
This report identifies the fees incurred by the Administrators in the conduct of the administration for the period 16 November 2010 to 15 December 2010 (Period).
The Administrators’ fees incurred during the Period included in this report predominantly relate to WFL. Fees charged in respect of the remaining nine entities relate solely to work completed in relation to the S439A Report and have been separately accounted for in Appendix A.
During the Period, the Administrators have:
continued to conduct investigations and review key scheme documents;
engaged and liaised closely with an independent specialist forestry company to ascertain the viability of the schemes;
conducted preliminary investigations into the affairs of the Willmott Group for the purpose of reporting to creditors pursuant to s 439A(4) of the Corporations Act 2001(Cth) (Act). This has included a review of books, records and financial statements and discussions with key management personnel;
dealt with various key stakeholders including meeting regularly with the representatives of the investors (Growers) and communicating with secured creditors, Receivers and Managers, employees and unsecured creditors;
negotiated with the Commonwealth Bank of Australia (CBA);
prepared and updated the Administrators’ cashflow forecast including analysing employee costs, overheads, plantation costs, statutory costs, expressions of interest and professional fees;
2
dealt with insurance issues. This has included communicating with WFL’s insurer to review the current insurance position, writing to all Growers to advise them of the option to insure their own woodlots, and undertaking reconciliations of insurance funds received;
continued an expressions of interest campaign for recapitalisation, restructuring, or replacement of the responsible entity or manager of the Willmott Schemes. This has included dealing with interested parties, conducting the data room process and dealing with due diligence queries;
prepared application for Administrators’ directions;
ensured that statutory obligations were met; and
dealings with the former Administrator.
2 BASIS FOR CHARGING FEES
The Administrators’ rates were provided to the Federal Court on or before 26 October 2010 by way of letter to Clayton Utz dated 21 October 2010. That letter was produced to the Court. The Administrators’ rates are set out in Appendix B to this report.
The Administrators’ fees are charged on the basis of time spent on the administration in accordance with the Insolvency Practitioners Association of Australia guidelines. The Administrators have taken all reasonable steps to ensure that the employees engaged in the administration have the appropriate experience for the work conducted.
This report identifies in respect of all fees:
the nature of the work performed; the amount of time spent by the Administrators and their employees on each task; the seniority of those personnel; and the rates charged in respect of those personnel.
3 STAFFING OF ADMINISTRATION DURING PERIOD 16 NOVEMBER TO 15 DECEMBER 2010
LEVEL NAME RESPONSIBILITY EXPERIENCE
Partner Craig Crosbie Appointee 21 Years
Partner Ian Carson Appointee 30 Years
Director Barry Wight Team Leader 17 Years
Director Les Cullen Scheme Analysis 25 Years
Director Carl Hoerner Scheme Analysis 15 Years
Director Martin Quinlan Review of Remuneration Report
17 Years
Director David Haddock Scheme Analysis 20 Years
Senior Manager Kim Khor Forensic Investigations
14 Years
3
Senior Manager Aaron Finlayson Expressions of Interest Program
9 Years
Manager Michael Carmody Statutory & Trade On Management
5 ½ Years
Manager Ben Te Wierik Investigations 6 Years
Manager Sylvia Young Insol Manager 6 Years
Supervisor Bridgette Watson Grower’s Liaison 4 Years
Supervisor Michael Paterson Scheme Analysis 5 Years
Supervisor Ronan Lehane Remuneration 4 Years
Supervisor Jason Lont Expressions of Interest Program
6 Years
Analyst 1 Evan Wright Expressions of Interest Program
4 Years
Analyst 1 Clarence Goh Cashflow Forecast 2 Years
Analyst 1 May Kelly Creditors 2 ½ Years
Analyst 1 Diana Micovski Statutory 2 ½ Years
Analyst 1 Anthony Deague Expressions of Interest Program
2 Years
Analyst 2 Robert Gold Creditors 2 Years
Analyst 2 Anna Sajben Administrative Tasks
2 Years
Graduate Christopher Tung Scheme Analysis 1 Year
Undergraduate Michela Ashton Scheme Analysis Less Than 1 Year
Undergraduate Alex Papas Scheme Analysis Less Than 1 Year
Bookkeeper Fatima Onal Administrative Tasks
6 Years
Personal Assistant Sky Austin-Martin Administrative Tasks
5 ½ Years
Personal Assistant Stacie Mason Administrative Tasks
2 Years
4 FEES INCURRED
The Administrators’ fees incurred during the Period in performing scheme-related tasks relating to WFL as part of the administration total $180,631.00.
The Administrators’ fees incurred during the Period in performing non-scheme-related tasks relating to WFL as part of the administration total $221,790.60.
4
A breakdown of these fees are recorded in Appendix C (summary of hours spent) and Appendix D to this report (summary of work completed).
The Administrators’ fees incurred during the Period in respect of the remaining 9 entities total $9,434.60 as recorded in Appendix A.
The Administrators have also incurred fees of $1,020.00 in respect of WFL’s role in Supreme Court Proceeding SCI 2010 04435 during the Period. The Administrators have agreed with the CBA that the CBA will pay the Administrators’ fees incurred up to and including the hearing of the proceeding.
A breakdown of these fees are recorded in Appendix C (summary of hours spent) and Appendix D to this report (summary of work completed).
In summary, the fees for the period that the Administrators are seeking approval for are as follows:
$ $
Willmott Forests Limited - Scheme Related Tasks (Refer to Appendix E)
$180,631.00
Willmott Forests Limited - Non- Scheme Related Tasks
$221,790.60
Willmott Forests Limited – Supreme Court Hearing – CBA Costs
$1,020.00
Total WFL Fees $403,441.60
Willmott Finance Limited $1,048.29
Willmott Forest Products Pty Ltd $1,048.29
Willmott Forests Investment Management Pty Ltd
$1,048.29
Willmott Forest Nominees Pty Ltd
$1,048.29
Willmott Energy Pty Ltd $1,048.29
Willmott Subscriber Pty Ltd $1,048.29
Bioenergy Australia Pty Ltd $1,048.29
Bioforest Limited $1,048.29
Willmott Notes Pty Ltd $1,048.29
Total Fees for 16 November to 15 December 2010
$412,876.21
5 ANALYSIS OF TIME SPENT ON WFL ADMINISTRATION
The fees incurred by the Administrators can be broken down into the following categories:
scheme-related costs; administration;
5
assets; creditors; employees; investigation; and trade on.
The distribution of fees incurred amongst these categories is illustrated in the graph below.
Scheme related costs comprised 45% of the overall fees incurred by the Administrators during the Period. Tasks in this category include:
analysing the nature and viability of the Willmott Schemes; engaging and liaising with Poyry as forestry experts, to conduct an independent
analysis of the viability of the schemes; dealing with Growers’ concerns and queries and reviewing Growers’ reports issued
by Willmott to Investors and the Administrators’ first circular to growers and creditors including attending Grower liaison meetings; and
conducting an expressions of interest campaign for the recapitalisation of the Willmott Schemes.
In relation to general administration costs a significant amount of time has been spent dealing with the following areas:
liaising with numerous stakeholders, including creditors and employees; landowner management including liaising with employees and reviewing costs to
manage Bombala region; financial forecast preparation and monitoring of costs such as general overheads and
employee costs;
45%
0%
14%3%
6%0%
22%
10%
Distribution of Fees by Task
Scheme Costs CBA Administration Assets Creditors Employees Investigation Trade On
6
investigating the affairs of the Willmott Group and preparation of the s 439A report; and
planning and preparing for the second meeting of creditors as required by s439A of the Act.
A detailed breakdown of time spent on all areas is set out in Appendix D to this report. Individual timesheet records can be provided upon request.
In addition, a breakdown of scheme-related costs across the various schemes is set out in Appendix E to this report.
Where tasks have been completed which are directly attributable to a scheme(s) they have been allocated against that scheme(s).
The majority of scheme-related costs during the Period are general in nature and do not relate to any particular scheme. Those costs have therefore been apportioned in one of two ways:
Method 1: Equal apportionment across each of the 44 schemes; or Method 2: Pro rata apportionment across all schemes based on the number of growers
in each scheme.
6 SENIORITY OF PERSONNEL
As noted in our first remuneration report, due to the recent appointment of the Administrators and the complex nature of the administration, there has been a greater need for the involvement of senior staff to date in directing the administration and overseeing the team of employees assisting with the administration.
The Administrators expect that as the administration progresses, senior staff will become less involved and the bulk of the Administrators’ fees incurred will be attributable to mid-range and junior staff.
Whilst there were three directors working full-time through the period of the Administrators’ first report, during the Period this has been reduced to one director involved on a full-time basis and two directors involved on a part-time basis, as set out below:
Barry Wight (full-time) – overall team leader involved in overseeing the administration in its entirety.
Les Cullen & Carl Hoerner (part-time) – responsible for overseeing the analysis of the Willmott Schemes.
A Senior Manager has been involved full-time in an advisory role working on expressions of interest for:
the Willmott Schemes; possible restructuring or recapitalisation of the Willmott Group.
Managers and Supervisors have been active in dealing with a number of important issues such as liaising with creditors and Growers and statutory compliance.
Junior staff have assisted in supporting senior staff in dealing with such things as creditors’ and Growers’ queries and analysis of scheme documents.
The breakdown of work conducted during the Period in terms of seniority of personnel is illustrated in the graph below:
7
0 50 100 150 200 250 300 350 400
Partner
Director
Senior Manager
Manager
Supervisor
Senior Analyst 1
Analyst 1
Analyst 2
Graduate
Undergraduate
Bookkeeper
PA
Number of Hours
PositionHours Worked by Position
Schedule 1 - Managed Investment Schemes
Willmott Forests 1989 - 1991 Project Willmott Forests 1995 - 1999 Project Willmott Forests Project BioForest Dual Income Project 2006 BioForest Sustainable Timber and Biofuel Project 2007 Willmott Forests Premium Forestry Blend Project Willmott Forests Premium Forestry Blend Project - 2010 Project Willmott Forests Premium Timberland Fund No. 1
Schedule 2 - Unregistered Managed Investment Schemes
1983 (No Project) 1984 (No Project) 1985 (No Project) 1986 (No Project) 1987 (No Project) 1989 (No Project) 1990 (No Project) - Interest Only Offer 1991 (No Project) McKenzie & Partners - Forestry Partnership No.1 (1993) Grimsey & Associates Pty Ltd - Forestry Partnership No. 1 (1994) Grimsey & Associates Pty Ltd - Forestry Partnership No. 2 (1994) Grimsey & Associates Pty Ltd - Forestry Partnership No. 3 (1994) McKenzie & Partners - Forestry Partnership No. 2 (1994) 1995 (No Project) (Custom) Sharp/Reed Plantation Project -1998 Information Memorandum Willmott Forests - Professional Investor - 2001 Project - 2001 Information Memorandum 2001 (No Project) Willmott Forests - Professional Investor - 2002 Project - 2002 Information Memorandum Willmott Forests - Professional Investor - 2003 Project - 2003 Information Memorandum (2003) and 2003 Information Memorandum (2004) Willmott Forests - Professional Investor - 2004 Project - 2004 Information Memorandum and 2004 Information Memorandum (2005) 2005 BioForest Wholesale Project No. 2 - 2005 Wholesale Forestry Memorandum (Bioforest) Willmott Forests - Professional Investor - 2006 Project - 2006 Information Memorandum
APPENDIX A
Client Name: WILLMOTT GROUP COMPANIES
Willmott Finance Willmott Forest Willmott Forests Investment Willmott Forest Willmott Energy Willmott Subscriber Bioenergy Bioenergy Australia Willmott NotesPty Ltd Products Pty Ltd Management Pty Ltd Nominees Pty Ltd Pty Ltd Pty Ltd Limited Limited Pty Ltd
WIERIK, BE TE Manager 330.00 12.7 4,191.00 465.67 465.67 465.67 465.67 465.67 465.67 465.67 465.67 465.67 WATSON, BRIDGETTE Supervisor 300.00 10.6 3,180.00 353.33 353.33 353.33 353.33 353.33 353.33 353.33 353.33 353.33 GOLD, ROBERT Analyst 2 154.00 13.4 2,063.60 229.29 229.29 229.29 229.29 229.29 229.29 229.29 229.29 229.29 TOTAL 36.7 9,434.60 1,048.29 1,048.29 1,048.29 1,048.29 1,048.29 1,048.29 1,048.29 1,048.29 1,048.29
CALCULATION OF REMUNERATIONFOR THE PERIOD 16 NOVEMBER 2010 TO 15 DECEMBER 2010
Employee Position Rate (Ex GST)
Hrs Total($)
APPENDIX B
ADMINISTRATORS’ APPROVED RATES
POSITION DESCRIPTION HOURLY
RATE
$ Principal
Appointee Registered and / or Official Liquidator, Administrator or Registered Trustee in Bankruptcy or Partner, bringing their specialist skills to the administration or insolvency task.
560
Director/ Principal Extensive insolvency or equivalent experience, at least 5 years at manager level as a qualified accountant and capable of controlling all aspects of an administration.
460
Senior Manager More than 7 years insolvency or equivalent experience, at least 3 of which as a manager and qualified accountant. 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.
440
Manager 6-7 years, qualified accountant, with well developed technical and commercial skills. Is 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. Controls 2-4 staff.
330
Supervisor 4-6 years. ICAA/CPA or equivalent qualification. Has conduct of minor administrations and experience in control of 1-3 staff. Assisting with the planning and control of medium to larger jobs.
300
Senior Analyst 1
2-4 years. ICAA/CPA is normally completed within this period. Assisting with the planning and control of small to medium scale jobs as well as performing some of the more senior work on larger jobs.
234
Senior Analyst 2 215
Analyst 1 0-2 years. ICAA/ CPA is normally commenced within this period. Required to assist in day to day fieldwork under supervision of more senior staff.
200
Analyst 2 154
Graduate 0-1 years. Has recently completed an appropriate degree. Required to assist in day to day fieldwork under supervision of more senior staff.
154
Undergraduate Undertaking an appropriate degree. Required to assist in administration and day to day fieldwork under supervision of more senior staff.
154
Senior Bookkeeper
More than 5 years experience dedicated to specialised IPS/Sol 6 processing.
154
Bookkeeper Skilled operator dedicated to specialised IPS/Sol 6 processing. 150
PA Appropriate skills including machine usage. 150
Administration Non qualified. Classification depends on experience, salary and complexity of work to be conducted.
95
APPENDIX C
Client Name:
Scheme Costs Hrs CBA Hrs Administration Hrs Assets Hrs Creditors Hrs Employees Hrs Investigation Hrs Trade On Hrs
CROSBIE, CRAIG Partner 560.00 59.80 33,488.00 15,736.00 28.10 840.00 1.50 5,376.00 9.60 952.00 1.70 2,688.00 4.80 1,344.00 2.40 6,552.00 11.70
CARSON, IAN Partner 560.00 7.30 4,088.00 4,088.00 7.30
WIGHT, BARRY Director / Principal 460.00 140.75 64,745.00 460.00 1.00 2,875.00 6.25 690.00 1.50 460.00 1.00 43,907.00 95.45 16,353.00 35.55
CULLEN, LES Director / Principal 460.00 30.10 13,846.00 13,386.00 29.10 460.00 1.00
HOERNER, CARL Director / Principal 460.00 24.10 11,086.00 3,266.00 7.10 552.00 1.20 6,808.00 14.80 460.00 1.00
QUINLAN, MARTIN Director / Principal 460.00 2.00 920.00 920.00 2.00
HADDOCK, DAVID Director / Principal 460.00 2.00 920.00 920.00 2.00
KHOR, KIM Senior Manager 440.00 0.40 176.00 176.00 0.40
FINLAYSON, AARON Senior Manager 440.00 126.60 55,704.00 55,704.00 126.60
CARMODY, MICHAEL Manager 330.00 111.70 36,861.00 17,556.00 53.20 2,574.00 7.80 99.00 0.30 2,772.00 8.40 495.00 1.50 1,551.00 4.70 11,814.00 35.80
WIERIK, BE TE Manager 330.00 130.30 42,999.00 2,145.00 6.50 14,322.00 43.40 3,960.00 12.00 231.00 0.70 22,341.00 67.70
BARCELLONA, PHILLIP Manager 330.00 1.40 462.00 462.00 1.40
YOUNG, SYLVIA Manager 330.00 0.40 132.00 132.00 0.40
WATSON, BRIDGETTE Supervisor 300.00 176.50 52,950.00 23,880.00 79.60 180.00 0.60 8,310.00 27.70 960.00 3.20 16,050.00 53.50 3,120.00 10.40 450.00 1.50
PATERSON, MICHAEL Supervisor 300.00 90.50 27,150.00 15,000.00 50.00 900.00 3.00 7,500.00 25.00 3,750.00 12.50
LEHANE, RONAN Supervisor 300.00 45.40 13,620.00 13,620.00 45.40
LONT, JASON Supervisor 300.00 22.00 6,600.00 6,600.00 22.00
WRIGHT, EVAN Senior Analyst 1 234.00 47.80 11,185.20 11,185.20 47.80
GOH, CLARENCE Analyst 1 200.00 3.00 600.00 600.00 3.00
MAY, KELLY Analyst 1 200.00 0.20 40.00 40.00 0.20
MICOVSKI, DIANA Analyst 1 200.00 1.10 220.00 220.00 1.10
DEAGUE, ANTHONY Analyst 1 200.00 18.55 3,710.00 3,710.00 18.55
GOLD, ROBERT Analyst 2 154.00 86.20 13,274.80 3,480.40 22.60 1,694.00 11.00 261.80 1.70 1,909.60 12.40 5,775.00 37.50 154.00 1.00
SAJBEN, ANNA Analyst 2 154.00 6.80 1,047.20 1,047.20 6.80
TUNG, CHRISTOPHER Graduate 154.00 3.60 554.40 554.40 3.60
ASHTON, MICHELA Undergraduate 154.00 21.50 3,311.00 3,311.00 21.50
PAPAS, ALEX Undergraduate 154.00 11.00 1,694.00 1,694.00 11.00
ONAL, FATIMA Bookkeeper 150.00 0.10 15.00 15.00 0.10
MASON, STACIE PA 150.00 3.50 525.00 525.00 3.50
AUSTIN-MARTIN, SKY PA 150.00 10.12 1,518.00 1,518.00 10.12
1,184.72 403,441.60 180,631.00 543.87 1,020.00 2.10 57,145.20 174.25 13,040.80 33.70 24,340.60 81.30 955.00 2.50 86,174.00 244.55 40,135.00 102.45
40,344.16
443,785.76
340.54
WILLMOTT GROUP OF COMPANIES
CALCULATION OF REMUNERATIONFOR THE PERIOD 16 NOVEMBER 2010 TO 15 DECEMBER 2010
Employee Position Rate (Ex GST)
Hrs Total($)
Task Area
TOTAL
GST
TOTAL (including GST)
Average hourly rate (excluding GST)
APPENDIX D DESCRIPTION OF WORK SCHEDULE
WILLMOTT GROUP OF COMPANIES
Summary of work undertaken for the period 16 November 2010 to 15 December 2010.
Task Area General Description Includes Appropriate Resources Employed
Scheme Related Costs Total: $180,631.00
Analysis of Schemes Engaging Poyry, a forestry specialist company, to ascertain the viability of each scheme by conducting its own independent analysis of the various schemes.
Preparing for and meeting with Messrs van Rensbury and Dickinson of Poyry regarding evaluation of viability of various schemes and reviewing letter of engagement for Poyry.
Meeting at Willmott head office with Messrs Steve Addicott (WFL) and Andrew Dickinson (Poyry) to discuss scheme analysis and financial/cash flow models.
Obtaining legal advice. Correspondence to and from Mr. Stephen Addicott re scheme plantings and Mr. Andrew Dickinson re valuation instructions.
Discussing scheme viability and review of cash flow model.
Telephone discussion with Ms Jane Sheridan on legal advice re separation of schemes into individual projects.
Conducting detailed review of KordaMentha scheme analysis/viability documents.
Reviewing and analysing financial model prepared by Willmott and KordaMentha.
The analysis of the schemes has primarily been conducted by Les Cullen and Carl Hoerner, both Directors. Messrs Cullen and Hoerner have experience with MIS and were therefore appropriate for this task, particularly given the level of complexity involved.
Supervisors, Michael Paterson and Jason Lont and Graduate, Chris Tung, also assisted Messrs Cullen and Hoerner with non-complex tasks such as preparing and reviewing summaries which were deemed appropriate for their level of experience.
The Administrators also engaged the help of the internationally renowned consulting and engineering company Poyry. It’s in depth experience of the forestry industry makes it an appropriate choice to carry out the complex scheme viability analysis and ensures Poyry is better placed to undertake this work than the administrators.
Grower Liaison
Preparing Growers’ letters in respect of documents provided to them and confidentiality restrictions regarding same and arranging distribution of same.
Discussions with Mr Paul Kaiser of Kings Brokers regarding Frequently Asked Questions to be distributed to Growers and discussions re his concerns that growers would not take up the option to insure if they were not provided with undertakings by the insurer.
Conversation with Mr Paul Challis of Willmott Growers’ Group (WGG) regarding fire maintenance costs.
Meeting with WGG and providing Growers with a list of FAQs. Review of notes and questions from the meeting.
Primary oversight for Grower liaison was performed by Supervisor, Bridgette Watson, who is considered to have the requisite level of expertise due to her significant involvement with Grower issues since the Administrators’ appointment.
Administrator, Craig Crosbie, has attended all Grower meetings along with Ms Watson, and provided necessary guidance and oversight on Grower-related issues where appropriate.
Robbie Gold, Analyst 2 level, has primarily dealt with a high volume of proofs of debt, noting these tasks are non-complex or of an administrative nature. He has also
Task Area General Description Includes Appropriate Resources Employed
Dealing with Grower inquiries regarding the status of the administration, assistance with Proof of Debt Forms and insurance concerns.
Updating Growers on the status of the Administrators’ statutory investigations.
Reviewing and responding to emails from Growers. Reviewing list of queries from Ms Marie Bermingham of
the Willmott Action Group (WAG). Drafting responses to each query.
Reviewing correspondence from Allens Arthur Robinson and M&K Lawyers regarding legal claims from Growers
Reviewing KordaMentha scheme viability analysis spreadsheets and discussing internally the provision to Growers’ groups.
Organising documents such as the agenda for Growers’ meeting and emailing all documents to WGG and WAG.
Discussions with Mr Nick Cameron of Forests NSW regarding their consent to release confidential documents to the WAG.
Meeting with both the WAG and WGG and dealing with queries arising out of same. Preparing and setting up next meeting with Growers’ groups.
Discussing cashflow projection and future timeframes for Growers’ liaison management issues.
Receiving, review and processing Proof of Debt forms for approximately 300 Growers.
dealt with any additional non-complex tasks.
EOI/Recapitalisation Sending out EOI packs, liaising with potential bidders and dealing with other expressions of interest.
Discussions with solicitors regarding the setting up of a data room.
Compiling information for the data room, regularly updating the data room and verifying material.
Discussions with interested parties to ensure all participants have the requisite information. Arranging responses to due diligence questions.
Email and telephone discussions with interested parties outside the data room, such as Ms Justine Epstien and Mr Michael Ramsten.
Teleconference with Mr Rodger Kay from RMS regarding EOI process and structuring their bid.
Discussions with bidders such as Plantation Capital and HVP.
Calling interested parties who had not submitted an EOI to gauge if they had any interest.
Senior Manager, Aaron Finlayson, with specialist skills in Corporate Finance, has primary oversight in analysing the schemes and leading the expressions of interest process. The complexity of this administration requires someone with Mr Finlayson’s experience in running similar types of Expressions of Interest Campaigns and dealing with interested parties.
Evan Wright, Senior Analyst 1 level, has provided assistance with any routine or administrative tasks.
Task Area General Description Includes Appropriate Resources Employed
Reviewing EOIs and nominating selected parties. Scheme Maintenance Reviewing email correspondence from Ms L Jennings
concerning transfer of Crown Lease in respect of Ando 4 in Bombala, NSW.
Meeting with Receivers and Managers to discuss monies held on trust including maintenance monies.
Reviewing email from Mr S Addicott (employee) re plantation management services.
Reviewing and amending letter to Mr D Hawkins of Visy Pulp and Paper Pty Ltd re ongoing supply of pulpwood.
Meeting with Mallesons Stephen Jaques (Mallesons) and Hancock Victoria Plantations regarding current status of Administration.
Meeting with Ms Sewell (CEO) of Hancock Victorian Plantations and Joanne Cameron of Mallesons regarding update on Administration.
Obtaining legal advice re statutory compliance obligations.
Discussion with Mr Bryan Webster (KordaMentha) re schemes, cash flow projections, rental and other income and trust monies.
Administrator, Craig Crosbie and Director, Les Cullen have predominantly carried out tasks in relation to scheme maintenance. This is considered appropriate given the complexity of issues involved, the level of decision making required and the seniority of third party personnel involved.
Assets Total: $13,040.80
Sale of Real Property Discussing and reviewing unplanted land owned by Willmott in the Bombala region with Arjan Wilkie and identifying land available for sale.
Discussions internally re potential property sales and email correspondence to M3 Property in relation to same.
Discussions with Mr Will Barton (M3 Property) re saleability of uncharged land.
Reviewing correspondence from KordaMentha re Bombala land.
Reviewing details of the certificates of title for Bombala Land and lien drafted by company solicitor over titles for unpaid monies.
Reviewing Bombala land available for immediate sale and potential sales after subdivision.
Administrator, Craig Crosbie, has predominantly carried out tasks in relation to real property, noting his previous experience in property matters and the requirement to deal with senior personnel within external property organisations.
Manager, Ben Te Wierik, has assisted the Mr Crosbie in relation to property related tasks, particularly in relation to the investigation into unencumbered land, noting this largely involved research and discussion with Willmott management. As such, Mr Te Wierik is at the appropriate level of seniority for this task.
Leasing Reviewing email and attached correspondence from Mallesons on behalf of Hancock Victoria Plantations regarding notice of breach of agreements and demand for monies owed. Reviewing claims made and total sums involved and obtaining legal advice in relation to same.
Bridgette Watson, Supervisor, was responsible for this task and has the requisite knowledge and experience to complete this task effectively. Ms Watson’s previous experience in dealing with lessors of Willmot ensured she was appropriate for this task.
Creditors Total: $24,340.60
Creditor Enquiries
Dealing with various unsecured creditors and ensuring they are correctly accounted for on the creditors’ listing.
Discussions with various investors providing updates on
Robbie Gold, Analyst 2 level, has primarily dealt with a high volume of creditor issues such as phone calls or emails, noting these tasks are non-complex or of a
Task Area General Description Includes Appropriate Resources Employed
the status of the Administration and various issues raised.
routine nature.
Creditor Reports Collating information for, discussing and drafting second report to creditors.
Robbie Gold, Analyst 2 level, has been responsible for commencing the Section 439A report outline as well as compiling the Committee of Creditors details and dealing with their enquiries. These tasks are not complex and are administrative in nature.
Bridgette Watson, Supervisor, is primarily responsible for the overall completion of this report. She has the requisite knowledge and experience to complete this task effectively and cost efficiently.
Barry Wight, Director supervised this process ensuring Mr Gold and Ms Watson carried out their tasks appropriately and correctly.
Secured Creditor Teleconference between members of CBA and senior Administration staff to provide an update on the progress of the Administration. Items discussed included the Court Application, Directors and Officers’ Insurance and EOI update.
Drafting detailed correspondence to Mr P James of Clayton Utz regarding correspondence from Brian Ward Partners about Directors’ Indemnity & Access Deeds and funding of IMI and D&O policies.
Preparing and attending meeting of the banking syndicate.
Craig Crosbie, Administrator and Barry Wight, Director have for the most part been involved in meetings and discussions with the secured creditors. This is considered appropriate given the complexity of issues involved, the decision making required and the level of seniority of secured creditors’ staff participating.
Meeting of Creditors Reviewing and responding to emails from Committee of Creditors.
Reviewing and preparing attendance register and agenda for meeting.
Attendance at the meeting of Committee of Creditors. Reviewing questions raised by the Committee of
Creditors and preparing responses.
Administrator, Craig Crosbie and Manager, Michael Carmody have predominantly carried out tasks in this area. Mr Crosbie chaired the Committee of Creditors meeting which is appropriate as he is the appointee. Mr Carmody assisted him throughout the process to ensure creditors’ concerns were dealt with appropriately.
Shareholder Enquiries Obtaining legal advice re shareholders’ register.
Discussions internally and with Ms Rachel Grant of Willmott regarding shareholder queries.
Internal discussions about the position on the transfer of shares and the request from WAG for a copy of the company’s share register. Subsequently reviewing and signing letter to WAG granting access to the share register.
Primary oversight for Shareholder queries was performed by Supervisor, Bridgette Watson, who is considered to have the requisite level of expertise given her significant involvement with all creditor issues since the Administrators’ appointment.
Administrator, Craig Crosbie, has provided necessary guidance and oversight on Grower related issues where appropriate.
Task Area General Description Includes Appropriate Resources Employed
Employees Total: $955.00
Employees Enquiry
Meeting with key management employees to discuss the Administration process, the role of the Administration team, court process and strategy over the coming months.
Barry Wight, Director, met with key management employees to discuss the Administration to date and the strategy going forward. This is considered appropriate given the complexity of issues involved, the decision making required and level of seniority of Willmott staff in attendance. Mr Wight was able to pass on the requisite information to management who in turn would pass this on to other Willmott staff members.
Other Employee Issues Discussions with Ms Rachel Grant of Willmott regarding
engagement of temporary employees. Reviewing proposal regarding staffing levels and cash
flow budget for staffing costs.
Michael Carmody, Manager, has primary responsibility for dealing with all employee issues, noting he has also been dealing with Willmott employees throughout the administration in regard to forestry management and insurance matters. Mr Carmody has extensive experience dealing with employee issues in other insolvency administrations.
Trade On Total: $40,135.00
Trade On Management Reviewing statutory maintenance costs and planning works as part of the Administrators’ statutory duty.
Dealing with general trade on issues, including reviewing budget, discussions internally on level of works to be performed, utilisation of employees.
Discussions with staff at Willmott regarding any trading issues and reviewing immediate purchase order requirements.
Establishing and updating a purchase order register. Reviewing trading performance.
Barry Wight, Director, has primary responsibility for managing the Administrators’ team across a number of trade-on issues, noting his extensive insolvency and operational experience.
Michael Carmody, Manager, has provided the majority of support to Mr Wight in completing various tasks such as reviewing agreements, drafting correspondence, dealing with employees etc. Mr Carmody’s level of insolvency experience was appropriate for dealing with various stakeholders and reviewing documents.
Budgeting & Financial Reporting
Preparing, reviewing and updating cash flow forecast for all regions.
Meeting with Mr S Addicott to discuss budgets and overall strategy.
Discussions with Mr McEachren of Willmott Forests regarding forestry budgets and preparation of same.
Conducting extensive review of underlying budgets and supporting documentation.
Barry Wight, Director, had primary responsibility for managing this task and was assisted by Supervisor, Michael Patterson in the preparation of same. Mr. Wight reviewed all work carried out in this area which was important due to the need for these forecasts to be accurate. Mr Wight’s experience of insolvency and cashflow forecasting ensured that this occurred.
Investigation Total: $86,174.00
Conducting Investigation Internal discussions re investigation areas and planning
and updating gantt chart timeline for investigation tasks. Investigating the structure and flow of funds in a
Management Investment Scheme. Interviews and discussions with key management of
Willmott. Conducting voidable transactions review. Examining flow of funds between WFL and the various
schemes.
Barry Wight, Director, has primary responsibility for leading the investigations team and providing guidance and leadership where appropriate. Mr Wight has extensive experience in dealing with complex issues from previous insolvencies and is therefore appropriate for this task.
Ben Te Wierik, Manager, assisted Mr Wight in investigations as appropriate for manager level. Robbie Gold, Analyst 2 level, also assisted Mr Wight and Mr Te Wierik with less complex tasks such as preparing data
Task Area General Description Includes Appropriate Resources Employed
Reviewing financial statements. Examining WFL’s/the Wilmott companies’ budgeting and
accounting processes. Reviewing Willmott policies and procedures. Investigating the funding structure of Willmott. Investigating the events leading to insolvency.
tables, reviewing documents and basic analysis which were deemed appropriate for their level of experience.
Litigation/Recoveries Obtaining legal advice in relation to court application. Discussions with ABL and Mr G Dewar of the CBA
regarding Kumnick proceeding . Progressing court application and reviewing output from
Administration team members. Reviewing cashflow to support funding application. Drafting relevant sections of supporting affidavit and
discussions with financiers in relation to same. Reviewing and amending Originating Process in respect
of s447D application and reviewing and amending supporting affidavit.
Preparing for and attending directions hearing at the Federal Court.
Conversations with and considering correspondence from potential external funders of the Administration.
Barry Wight, Director, is primarily responsible for all aspects of the court application, including the dissemination of information between the legal and Administrators’ teams. Mr Wight has been extensively involved in affidavit preparation. Mr Wight’s involvement in this aspect of the Administration is appropriate, as he has general oversight of the Administrators’ team and is familiar with the complex issues involved.
Craig Crosbie, Administrator, has been closely involved in the court application process and has been assisted mainly by Ben Te Wierik, Manager.
Task Area General Description Includes Appropriate Resources Employed
Administration Total: $57,145.20
Correspondence Reviewing and amending correspondence to former Administrator regarding approval of his fees, details of assets held or realised and the extent of any liens purportedly exercised.
Reviewing letter from Brian Ward Partners concerning directors Indemnity and Access Deed and Insurance Coverage and internal discussions re same.
Reviewing email correspondence from Mr Andrew Knight (KordaMentha) re Crop Thinning and Visy Agreement.
Reviewing information provided by Ms Toni Smith (Willmott) re information requested by Visy for suppliers certification.
Internal discussions re Visy arrangement and amendments to Visy correspondence.
Drafting letter to Hunt & Hunt re land title documents and potential lien issue.
Reviewing email from Mr Andrew Knight of KordaMentha and correspondence from Gold Seal regarding collection of loan accounts and RE responsibilities.
Reviewing email from Ms Denyse Dawson from Lilley Dawson solicitors regarding documents collected by KordaMentha and attached land titles register.
Correspondence has been dealt with by various team members since the commencement of the administration, noting this section covers a wide range of issues as detailed.
Initial drafts of correspondence are prepared by junior staff before being provided to management staff (such as Michael Carmody) for review.
Administrator, Craig Crosbie, has been involved in reviewing final drafts of correspondence before signing.
ASIC/ITSA Forms Telephone discussion with Mr R Merrick of ASIC re update on Administration and Court application.
Preparing letter to Messrs Eastment and Merrick of ASIC re Willmott’s obligations under its Financial Services Licence.
Reviewing minutes of first meeting by previous Administrator.
As Administrator, Craig Crosbie, was involved in telephone discussions with senior ASIC staff which is appropriate noting appointee obligations to the regulator.
Document Maintenance/File Review/Checklist
Setting up folders and files for Willmott bank accounts on receipt of cheque and deposit books.
Fatima Onal, Bookkeeper, was involved in ordering and receiving cheque and deposit books for the Willmott bank accounts. Banking administration is one of Ms Onal’s primary responsibilities at PPB.
Meetings - Internal Voluntary Administration team meetings. It was necessary for the Administrators’ team to meet on a regular basis, noting the complex nature of this appointment and a number of interrelated issues requiring sharing of knowledge.
Task Area General Description Includes Appropriate Resources Employed
Meetings – External
Briefing CBA on the court application. Meeting with Mr Marcus Derham (WFL CEO).
Administrators’ staff attend external meetings where their involvement is necessary for the effective management of the administration.
The seniority of staff involved in external meetings is determined with reference to:
the complexity of the discussions to occur; and the level of decision making required.
Ian Carson, Administrator has met with the CBA, the
secured creditor, in order to discuss the court application. This is considered appropriate given the complexity of issues involved, the decision making required and level of seniority of the secured creditor’s staff participating.
Craig Crosbie, Administrator, and Ben Te Wierik,
attended a meeting with Mr Marcus Derham of Willmott to interview him in relation to the investigations being carried out. Mr Derham is CEO of Willmott and it was therefore deemed appropriate for the Administrator and a Manager to conduct such an interview.
Task Area General Description Includes Appropriate Resources Employed
Insurance Internal discussions concerning fire maintenance insurance position and reviewing email from Mr Stephen Addicott (Willmott).
Obtaining legal advice in relation to insurance issues. Discussions and meeting with Ms Deborah Chong and
Mr Steven Macek of Willis Insurance Brokers regarding IMI policy and associated documents.
Reviewing IMI Policy. Reviewing insurance information relating to the Standing
Timber Arrangement. Extensive discussions with Mr Steven Addicott regarding
insurance proceeds from insurance claims. Discussions with Mr Bruno Agostini (Willmott) regarding
funds held relating to insurance proceeds. Detailed discussions with Mr Ryan of KordaMentha
regarding funds held on trust. Reviewing information pertaining to directors’ IMI Policy
including executed Deed of Indemnities and drafting email to Mr Wolff of Baker & McKenzie regarding signing of deeds of indemnities and reviewing underlying constitution.
Internal discussions and instructions re providing Baker & McKenzie advice to Willis Insurance Brokers.
Discussions with Deborah Chong of Willis Insurance Brokers regarding Occupational Health & Safety (OH&S) summary and review of OH&S manual.
Craig Crosbie, Administrator, was largely involved in key insurance discussions and reviewing information to ensure appropriate insurance was effected. It was appropriate for Mr Crosbie to deal with the issue of insurance, due to its importance in an Administration.
Michael Carmody, Manager, assisted with the process of collating insurance information, presenting this to Mr Crosbie for consideration and arranging meetings with insurance brokers and others. Mr Carmody has strong background experience from prior insolvencies in regard to insurance issues and oversees insurance matters generally at PPB.
Bank Account Administration
Discussions with the CBA about setting up a trust account for third party monies.
Sylvia Young, Manager, was involved in setting up the trust account. Banking administration is one of Ms Young’s primary responsibilities at PPB and therefore she is appropriate for this task.
Task Area General Description Includes Appropriate Resources Employed
Planning/ Review/Supervision of Staff
Attending conferences with ABL to discuss various complex issues that required legal advice.
Reviewing and updating checklist of outstanding matters. Internal discussions regarding preparation of
Remuneration Report. Internal discussion re settling of Poyry engagement. Internal meeting to discuss, inter alia, administration
cashflow, timeline of key dates, operational plantation issues, progress of investigations and s439A report.
Planning meetings between Messrs Crosbie, Carson and Wight.
Creating and finalising Remuneration Report for the period from the date of appointment (26 October 2010) to 15 November 2010.
Planning and supervision has primarily been carried out by Craig Crosbie, Administrator, and Barry Wight, Director, with guidance and supervision provided to less senior members of staff. Senior team members are appropriate for this function given their involvement in all Administration issues and noting the interdependence of issues.
Ronan Lehane, Supervisor, has primary oversight of the Administrators’ remuneration reporting process. His role includes ensuring PPB time-recording policies are adhered to and preparing the remuneration reports.
Craig Crosbie, Administrator, has provided instruction and guidance to:
Mr Ben Te Wierik, Manager, in regard to s439A report preparation; and
Mr Ronan Lehane, Supervisor, in regard to the remuneration reporting process.
Such instruction and guidance has enabled both tasks to be undertaken by staff at appropriate levels in an efficient manner.
Books and Records / Storage
Reviewing and executing Administrators’ Access Deed relating to access to the books and records under the control of the Receivers and Managers.
As Administrator, Craig Crosbie, was involved in executing the Administrators’ Access Deed which is appropriate noting the need for an appointee to sign off on the Deed.
APPENDIX E
WILLMOTT FORESTS LIMITED (ACN 063 263 650)(ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) ("WFL")
TIME ALLOCATION ACROSS SCHEMES FOR THE PERIOD 16 NOVEMBER TO 15 DECEMBER 2010
Barry Wight - Director
Les Cullen -Director
Carl Hoerner - Director
David Haddock - Director
Aaron Finlayson -
Senior Manager
Michael Paterson - Supervisor
Jason Lont -Supervisor
Evan Wright - Senior
Analyst 1
Anthony Deague - Analyst 1
Chris Tung - Graduate
Michela Ashton - Under-
graduate
Alex Papas Under
graduateStacie
Mason - PASky Austin-Martin - PA
Schemes Method 1 Method 2 Method 3 Method 1 Method 1 Method 1 Method 1 Method 1 Method 1 Method 2 Method 3 Method 1 Method 3 Method 1 Method 2 Method 3 Method 1 Method 1 Method 1 Method 1 Method 2 Method 1 Method 1 Method 1 Method 1 Method 1
1983 No Project Scheme 298.49 5.62 11.20 10.45 304.23 74.23 20.91 1,266.00 333.25 1.17 0.00 10.50 0.00 340.91 119.45 6.00 150.00 254.21 84.32 26.95 13.55 12.60 75.25 38.50 11.93 34.50 3,504.21
1984 No Project Scheme 298.49 2.16 11.20 10.45 304.23 74.23 20.91 1,266.00 333.25 0.45 0.00 10.50 0.00 340.91 45.94 6.00 150.00 254.21 84.32 26.95 5.21 12.60 75.25 38.50 11.93 34.50 3,418.19
1985 No Project Scheme 298.49 2.05 11.20 10.45 304.23 74.23 20.91 1,266.00 333.25 0.43 0.00 10.50 0.00 340.91 43.64 6.00 150.00 254.21 84.32 26.95 4.95 12.60 75.25 38.50 11.93 34.50 3,415.50
1986 No Project Scheme 298.49 4.32 11.20 10.45 304.23 74.23 20.91 1,266.00 333.25 0.90 0.00 10.50 0.00 340.91 91.88 6.00 150.00 254.21 84.32 26.95 10.42 12.60 75.25 38.50 11.93 34.50 3,471.95
1987 No Project Scheme 298.49 2.92 11.20 10.45 304.23 74.23 20.91 1,266.00 333.25 0.61 0.00 10.50 0.00 340.91 62.02 6.00 150.00 254.21 84.32 26.95 7.04 12.60 75.25 38.50 11.93 34.50 3,437.01
1989 No Project Scheme 298.49 0.00 11.20 10.45 304.23 74.23 20.91 1,266.00 333.25 0.00 0.00 10.50 0.00 340.91 0.00 6.00 150.00 254.21 84.32 26.95 0.00 12.60 75.25 38.50 11.93 34.50 3,364.43
1990 No Project Scheme 298.49 0.11 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.02 0.00 10.50 0.00 340.91 2.30 0.00 150.00 254.21 84.32 26.95 0.26 12.60 75.25 38.50 11.93 34.50 3,349.91
1991 No Project Scheme 298.49 0.11 11.20 10.45 304.23 74.23 20.91 1,266.00 333.25 0.02 0.00 10.50 0.00 340.91 2.30 6.00 150.00 254.21 84.32 26.95 0.26 12.60 75.25 38.50 11.93 34.50 3,367.11
1995 No Project Scheme 298.49 0.11 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.02 0.00 10.50 0.00 340.91 2.30 0.00 150.00 254.21 84.32 26.95 0.26 12.60 75.25 38.50 11.93 34.50 3,349.91
2001 No Project Scheme 298.49 0.11 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.02 0.00 10.50 0.00 340.91 2.30 0.00 150.00 254.21 84.32 26.95 0.26 12.60 75.25 38.50 11.93 34.50 3,349.91
1993 McKenzie and Partners- Forestry Partnership No. 1 298.49 1.73 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.36 0.00 10.50 0.00 340.91 36.75 0.00 150.00 254.21 84.32 26.95 4.17 12.60 75.25 38.50 11.93 34.50 3,390.241994 Grimsey and Associates - Forestry Partnership No. 1 298.49 2.05 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.43 165.00 10.50 0.00 340.91 43.64 0.00 150.00 254.21 84.32 26.95 4.95 12.60 75.25 38.50 11.93 34.50 3,563.301994 Grimsey and Associates - Forestry Partnership No. 2 298.49 1.73 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.36 165.00 10.50 0.00 340.91 36.75 0.00 150.00 254.21 84.32 26.95 4.17 12.60 75.25 38.50 11.93 34.50 3,555.241994 Grimsey and Associates - Forestry Partnership No. 3 298.49 1.95 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.40 165.00 10.50 0.00 340.91 41.35 0.00 150.00 254.21 84.32 26.95 4.69 12.60 75.25 38.50 11.93 34.50 3,560.61
1994 McKenzie and Partners- Forestry Partnership No. 2 298.49 1.30 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.27 165.00 10.50 0.00 340.91 27.56 0.00 150.00 254.21 84.32 26.95 3.13 12.60 75.25 38.50 11.93 34.50 3,544.48Willmott Forests -Professional Investor 2001 Scheme 298.49 0.54 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.11 0.00 10.50 0.00 340.91 11.49 0.00 150.00 254.21 84.32 26.95 1.30 12.60 75.25 38.50 11.93 34.50 3,360.67Willmott Forests -Professional Investor 2002 Scheme 298.49 0.43 44.80 10.45 304.23 74.23 20.91 1,266.00 333.25 0.09 0.00 10.50 0.00 340.91 9.19 0.00 150.00 254.21 84.32 26.95 1.04 12.60 75.25 38.50 11.93 34.50 3,402.78Willmott Forests -Professional Investor 2003 Scheme 298.49 3.14 44.80 10.45 304.23 74.23 20.91 1,266.00 333.25 0.65 0.00 10.50 0.00 340.91 66.62 0.00 150.00 254.21 84.32 26.95 7.56 12.60 75.25 38.50 11.93 34.50 3,469.98Willmott Forests -Professional Investor 2004 Scheme 298.49 7.78 156.80 10.45 304.23 74.23 20.91 1,266.00 333.25 1.62 0.00 10.50 0.00 340.91 165.39 105.00 150.00 254.21 84.32 26.95 18.76 12.60 75.25 38.50 11.93 34.50 3,802.58Willmott Forests -Professional Investor 2006 Scheme 298.49 1.41 112.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.29 0.00 10.50 0.00 340.91 29.86 130.00 150.00 254.21 84.32 26.95 3.39 12.60 75.25 38.50 11.93 34.50 3,624.17Sharp Reed PlantationProject - 1998 Information Memorandum 298.49 0.22 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.04 0.00 10.50 11.00 340.91 4.59 0.00 150.00 254.21 84.32 26.95 0.52 12.60 75.25 38.50 11.93 34.50 3,363.60
2005 BioForest Wholesale Project No 2 298.49 1.08 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.22 0.00 10.50 11.00 340.91 22.97 0.00 150.00 254.21 84.32 26.95 2.61 12.60 75.25 38.50 11.93 34.50 3,385.11
Willmott Forests 1989 - 1991 Project - 1989 Prospectus 298.49 2.05 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.43 0.00 10.50 11.00 340.91 43.64 0.00 150.00 254.21 84.32 26.95 4.95 12.60 75.25 38.50 11.93 34.50 3,409.30
Willmott Forests 1989 - 1991 Project - 1990 Prospectus 298.49 2.05 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.43 0.00 10.50 11.00 340.91 43.64 0.00 150.00 254.21 84.32 26.95 4.95 12.60 75.25 38.50 11.93 34.50 3,409.30
Willmott Forests 1989 - 1991 Project - 1991 Prospectus 298.49 2.05 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.43 0.00 10.50 11.00 340.91 43.64 0.00 150.00 254.21 84.32 26.95 4.95 12.60 75.25 38.50 11.93 34.50 3,409.30Willmott Forests 1989 - 1991Project - 1990 Information Memorandum 298.49 2.05 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.43 0.00 10.50 11.00 340.91 43.64 0.00 150.00 254.21 84.32 26.95 4.95 12.60 75.25 38.50 11.93 34.50 3,409.30
Willmott Forests 1995 - 1999 Project - 1995 Prospectus 298.49 14.94 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 3.11 209.00 10.50 11.00 340.91 317.46 0.00 150.00 254.21 84.32 26.95 36.01 12.60 75.25 38.50 11.93 34.50 3,938.74
Total
Craig Crosbie - Partner Michael Carmody - Manager Ben Te Wierik - Manager Robert Gold - Analyst 2Bridgette Watson -
Supervisor
APPENDIX E
WILLMOTT FORESTS LIMITED (ACN 063 263 650)(ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) ("WFL")
TIME ALLOCATION ACROSS SCHEMES FOR THE PERIOD 16 NOVEMBER TO 15 DECEMBER 2010
Barry Wight - Director
Les Cullen -Director
Carl Hoerner - Director
David Haddock - Director
Aaron Finlayson -
Senior Manager
Michael Paterson - Supervisor
Jason Lont -Supervisor
Evan Wright - Senior
Analyst 1
Anthony Deague - Analyst 1
Chris Tung - Graduate
Michela Ashton - Under-
graduate
Alex Papas Under
graduateStacie
Mason - PASky Austin-Martin - PA
Schemes Method 1 Method 2 Method 3 Method 1 Method 1 Method 1 Method 1 Method 1 Method 1 Method 2 Method 3 Method 1 Method 3 Method 1 Method 2 Method 3 Method 1 Method 1 Method 1 Method 1 Method 2 Method 1 Method 1 Method 1 Method 1 Method 1 Total
Craig Crosbie - Partner Michael Carmody - Manager Ben Te Wierik - Manager Robert Gold - Analyst 2Bridgette Watson -
Supervisor
Willmott Forests 1995 - 1999 Project -1996 Prospectus 298.49 14.94 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 3.11 209.00 10.50 11.00 340.91 317.46 6.00 150.00 254.21 84.32 26.95 36.01 12.60 75.25 38.50 11.93 34.50 3,944.74
Willmott Forests 1995 - 1999 Project - 1997 Prospectus 298.49 14.94 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 3.11 209.00 10.50 11.00 340.91 317.46 6.00 150.00 254.21 84.32 26.95 36.01 12.60 75.25 38.50 11.93 34.50 3,944.74
Willmott Forests 1995 - 1999 Project - 1998 Prospectus 298.49 14.94 50.40 10.45 304.23 74.23 20.91 1,266.00 333.25 3.11 209.00 10.50 11.00 340.91 317.46 6.00 150.00 254.21 84.32 26.95 36.01 12.60 75.25 38.50 11.93 34.50 3,995.14
Willmott Forests 1995 - 1999 Project - 1999 Prospectus 298.49 14.94 56.00 10.45 304.23 74.23 20.91 1,266.00 333.25 3.11 209.00 10.50 11.00 340.91 317.46 6.00 150.00 254.21 84.32 26.95 36.01 12.60 75.25 38.50 11.93 34.50 4,000.74
Willmott Forests Project - 1999 Prospectus 298.49 60.99 56.00 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 11.00 340.91 1,295.83 0.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 4,930.73
Willmott Forests Project - 2000 Prospectuses 298.49 60.99 67.20 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 11.00 340.91 1,295.83 6.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 4,947.93
Willmott Forests Project - 2001 Prospectus 298.49 60.99 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 11.00 340.91 1,295.83 6.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 4,880.73
Willmott Forests Project - 2002 Prospectus 298.49 60.99 67.20 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 11.00 340.91 1,295.83 6.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 4,947.93
Willmott Forests Project - 2003 Prospectus 298.49 60.99 67.20 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 11.00 340.91 1,295.83 3.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 4,944.93
Willmott Forests Project - 2004 PDS 298.49 60.99 67.20 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 11.00 340.91 1,295.83 3.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 4,944.93
Willmott Forests Project - 2006 PDS 298.49 60.99 218.40 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 11.00 340.91 1,295.83 130.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 5,223.13
Willmott Forests Project - 2007 PDS 298.49 60.99 112.00 10.45 304.23 74.23 20.91 1,266.00 333.25 12.68 0.00 10.50 1,430.00 340.91 1,295.83 105.00 150.00 254.21 84.32 26.95 147.00 12.60 75.25 38.50 11.93 34.50 6,510.73
BioForest Dual Income Project 2006 PDS 298.49 4.32 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 0.90 0.00 10.50 11.00 340.91 91.88 0.00 150.00 254.21 84.32 26.95 10.42 12.60 75.25 38.50 11.93 34.50 3,465.75BioForest SustainableTimber and Biofuel Project 2007 PDS 298.49 132.54 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 27.59 0.00 10.50 11.00 340.91 2,816.21 0.00 150.00 254.21 84.32 26.95 319.46 12.60 75.25 38.50 11.93 34.50 6,654.02Willmott Forests PremiumForestry Blend Project 2008 PDS 298.49 154.49 112.00 10.45 304.23 74.23 20.91 1,266.00 333.25 32.11 0.00 10.50 11.00 340.91 3,282.52 147.00 150.00 254.21 84.32 26.95 372.36 12.60 75.25 38.50 11.93 34.50 7,458.69Willmott Forests PremiumForestry Blend Project 2010 PDS 298.49 42.81 340.10 10.45 304.23 74.23 20.91 1,266.00 333.25 8.90 990.00 10.50 11.00 340.91 909.64 2,945.00 150.00 254.21 84.32 26.95 103.19 12.60 75.25 38.50 11.93 34.50 8,697.87
Willmott Forests Premium Timberland Fund No 1 298.49 6.16 0.00 10.45 304.23 74.23 20.91 1,266.00 333.25 1.28 0.00 10.50 11.00 340.91 130.93 0.00 150.00 254.21 84.32 26.95 14.85 12.60 75.25 38.50 11.93 34.50 3,511.45
13,133.50 952.00 1,650.50 460.00 13,386.00 3,266.00 920.00 55,704.00 14,663.00 198.00 2,695.00 462.00 1,683.00 15,000.00 20,228.00 3,652.00 6,600.00 11,185.20 3,710.00 1,185.80 2,294.60 554.40 3,311.00 1,694.00 525.00 1,518.00 180,631.00
METHOD 1: Equal apportionment across all schemesMETHOD 2: Pro rata apportionment across all schemes based on the number of growers in each schemeMETHOD 3: Applied to a specific scheme
1
ADMINISTRATORS’ REMUNERATION REPORT FOR PERIOD 16 DECEMBER 2010 TO 15 JANUARY 2011
WILLMOTT GROUP OF COMPANIES
Willmott Forests Limited (ACN 063 263 650) (“WFL”) Willmott Finance Pty Ltd (ACN 081 274 811)
Willmott Forest Products Pty Ltd (ACN 103 019 094) Willmott Forests Investment Management Pty Ltd (ACN 098 718 837)
Willmott Forest Nominees Pty Ltd (ACN 085 588 772) Willmott Energy Pty Ltd (ACN 130 251 759)
Wilmott Subscriber Pty Ltd (ACN 134 963 027) Bioenergy Australia Pty Ltd (ACN 096 335 901)
Bioforest Limited (ACN 096 335 876) Willmott Notes Pty Ltd (ACN 134 963 036)
(All Administrators Appointed)
(All Receivers and Managers Appointed)
(together, Willmott Group)
1 BACKGROUND
Craig Crosbie and Ian Carson (Administrators) were appointed administrators of the Willmott Group on 26 October 2010 by order of the Federal Court of Australia.
WFL is the Responsible Entity or Manager of the schemes set out in Schedule 1 and Schedule 2 to this report (Willmott Schemes).
This report identifies the fees incurred by the Administrators in the conduct of the administration for the period 16 December 2010 to 15 January 2011 (Period).
The Administrators’ fees incurred during the Period included in this report predominantly relate to WFL. Fees charged in respect of the remaining nine entities relate solely to work completed in relation to the report to creditors pursuant to s 439A(4) of the Corporations Act 2001(Cth) (Act) and have been separately accounted for in Appendix A.
During the Period, the Administrators have:
continued to conduct investigations and review key scheme documents;
assisted an independent specialist forestry company (Poyry) in ascertaining the viability of the schemes and reviewed draft reports produced by Poyry;
continued our investigations into the affairs of the Willmott Group for the purpose of reporting to creditors pursuant to s 439A(4) of the Act. This has included a review of books, records and financial statements and discussions with key management personnel;
dealt with various key stakeholders including meeting regularly with the representatives of the investors (Growers) and communicating with secured creditors, receivers and managers, employees and unsecured creditors;
updated the Administrators’ cashflow forecast on a weekly basis;
undertaken reconciliations of insurance funds received and processed applicable payments to insurers;
2
continued an expressions of interest campaign for recapitalisation, restructuring, or replacement of the responsible entity or manager of the Willmott Schemes. This has included dealing with interested parties, conducting the data room process and dealing with due diligence queries;
prepared applications for administrators’ directions;
ensured that statutory obligations are met; and
held regular meetings of the Committee of Creditors in order to update creditors on the progress of the administration.
2 BASIS FOR CHARGING FEES
The Administrators’ rates were provided to the Federal Court on or before 26 October 2010 by way of letter to Clayton Utz dated 21 October 2010. That letter was produced to the Court. The Administrators’ rates are set out in Appendix B to this report.
The Administrators’ fees are charged on the basis of time spent on the administration in accordance with the Insolvency Practitioners Association of Australia guidelines. The Administrators have taken all reasonable steps to ensure that the employees engaged in the administration have the appropriate experience for the work conducted.
This report identifies in respect of all fees:
the nature of the work performed; the amount of time spent by the Administrators and their employees on each task; the seniority of those personnel; and the rates charged in respect of those personnel.
3 STAFFING OF ADMINISTRATION DURING PERIOD 16 DECEMBER TO 15 JANUARY 2011
LEVEL NAME RESPONSIBILITY EXPERIENCE
Partner Craig Crosbie Appointee 21 Years
Partner Colin Egan Expressions of Interest Program
18 Years
Director Barry Wight Team Leader 17 Years
Director Les Cullen Scheme Analysis 25 Years
Director Carl Hoerner Scheme Analysis 15 Years
Director Anthony Natoli Expressions of Interest Program
25 Years
Director Greg Quinn Expressions of Interest Program
10 Years
Senior Manager Aaron Finlayson Expressions of Interest Program
9 Years
3
Manager Michael Carmody Statutory & Trade On Management
5 ½ Years
Manager Ben Te Wierik Investigations 6 Years
Supervisor Bridgette Watson Grower’s Liaison 4 Years
Supervisor Ronan Lehane Remuneration 4 Years
Supervisor Jason Lont Expressions of Interest Program
6 Years
Analyst 1 Evan Wright Expressions of Interest Program
4 Years
Analyst 1 Anthony Deague Expressions of Interest Program
2 Years
Analyst 2 Robert Gold Creditors 2 Years
Analyst 2 Anna Sajben Administrative Tasks
2 Years
Graduate Christopher Tung Scheme Analysis 1 Year
Bookkeeper Fatima Onal Administrative Tasks
6 Years
Personal Assistant Angela Jones Administrative Tasks
9 Years
Personal Assistant Sky Austin-Martin Administrative Tasks
5 ½ Years
4 FEES INCURRED
The Administrators’ fees incurred during the Period in performing scheme-related tasks relating to WFL as part of the administration total $92,555.30.
The Administrators’ fees incurred during the Period in performing non-scheme-related tasks relating to WFL as part of the administration total $154,117.00.
A breakdown of those fees are recorded in Appendix C to this report (summary of hours spent) and Appendix D to this report (summary of work completed).
The Administrators’ fees incurred during the Period in respect of the remaining nine Willmott Group entities total $7,500.70 as recorded in Appendix A.
In summary, the fees for the period that the Administrators are seeking approval for are as follows:
4
$ $
Willmott Forests Limited - Scheme Related Tasks (Refer to Appendix E)
$92,555.30
Willmott Forests Limited - Non- Scheme Related Tasks
$154,117.00
Total WFL Fees $246,672.30
Willmott Finance Limited $833.41
Willmott Forest Products Pty Ltd $833.41
Willmott Forests Investment Management Pty Ltd
$833.41
Willmott Forest Nominees Pty Ltd
$833.41
Willmott Energy Pty Ltd $833.41
Willmott Subscriber Pty Ltd $833.41
Bioenergy Australia Pty Ltd $833.41
Bioforest Limited $833.41
Willmott Notes Pty Ltd $833.41
Total Fees for 16 November to 15 December 2010
$254,173.00
5 ANALYSIS OF TIME SPENT ON WFL ADMINISTRATION
The fees incurred by the Administrators can be broken down into the following categories:
scheme-related costs; administration; assets; creditors; employees; investigation; and trade on.
The distribution of fees incurred amongst these categories is illustrated in the graph below.
5
Scheme-related costs comprised 38% of the overall fees incurred by the Administrators during the Period. Tasks in this category include:
analysing the nature and viability of the Willmott Schemes and liaising with Poyry throughout its independent analysis of the viability of the schemes;
dealing with Growers’ concerns and queries; reviewing Growers’ reports issued by Willmott to investors; attending Grower liaison meetings; and continuing an expressions of interest campaign for the recapitalisation of the Willmott
Schemes.
In relation to general administration costs a significant amount of time has been spent dealing with the following areas:
liaising with numerous stakeholders, including creditors; preparing financial forecasts and monitoring costs such as general overheads and
employee costs; investigating the affairs of the Willmott Group and preparing the s 439A report; and planning and preparing for the second meeting of creditors.
Costs relating to investigations comprised 39% of the overall general administration fees incurred by the Administrators during the period. Given the size and complexity of the Willmott Group and range of stakeholders impacted by the administration it has been necessary to spend a considerable amount of time conducting these investigations. Tasks in this category include:
38%
11%
1%
9%0%
39%
2%
Distribution of Fees by Task
Scheme Costs Administration Assets Creditors Investigation Trade On
6
reviewing books and records of the Willmott Group; discussions with key management personnel; conducting a detailed analysis of all relevant documents and information; and conducting statutory investigations including investigations into preference payments,
directors’ duties, voidable transactions and related party transactions.
A detailed breakdown of time spent on all areas is set out in Appendix D to this report. Individual timesheet records can be provided upon request.
In addition, a breakdown of scheme-related costs across the various schemes is set out in Appendix E to this report.
Where tasks have been completed which are directly attributable to a scheme(s), they have been allocated against that scheme(s).
The majority of scheme-related costs during the Period are general in nature and do not relate to any particular scheme. Those costs have therefore been apportioned in one of two ways:
Method 1: Equal apportionment across each of the 44 schemes; or Method 2: Pro rata apportionment across all schemes based on the number of growers
in each scheme.
6 SENIORITY OF PERSONNEL
As noted in our previous remuneration reports, due to the complex nature of the administration, there has been a greater need for the involvement of senior staff to date in directing the administration and overseeing the team of employees assisting with the administration.
As expected, as the administration progresses, some senior staff have become less involved. Whilst there was one director involved on a full-time basis and two directors on a part-time basis during the previous period, there is now one full-time director and one part-time director still heavily involved in the Administration with minimal involvement from others at that level. The directors still involved with the administration are:
Barry Wight (full-time) – overall team leader involved in overseeing the administration in its entirety.
Les Cullen (part-time) – responsible for overseeing the analysis of the Willmott Schemes.
A senior manager has been involved full-time in an advisory role working on expressions of interest for:
the Willmott Schemes; and the possible restructuring or recapitalisation of the Willmott Group.
Managers and supervisors have been active in dealing with a number of important issues such as liaising with creditors and Growers and conducting investigations. For the Period, a larger portion of fees is therefore now attributable to mid-range staff completing these tasks.
Junior staff have assisted in supporting senior staff in dealing with things such as creditors’ and Growers’ queries and analysis of scheme documents.
The breakdown of work conducted during the Period in terms of seniority of personnel is illustrated in the graph below:
7
0 50 100 150 200 250
Partner
Director
Senior Manager
Manager
Supervisor
Senior Analyst 1
Analyst 1
Analyst 2
Graduate
Bookkeeper
PA
Number of Hours
PositionHours Worked by Position
Schedule 1 - Managed Investment Schemes
Willmott Forests 1989 - 1991 Project Willmott Forests 1995 - 1999 Project Willmott Forests Project BioForest Dual Income Project 2006 BioForest Sustainable Timber and Biofuel Project 2007 Willmott Forests Premium Forestry Blend Project Willmott Forests Premium Forestry Blend Project - 2010 Project Willmott Forests Premium Timberland Fund No. 1
Schedule 2 - Unregistered Managed Investment Schemes
1983 (No Project) 1984 (No Project) 1985 (No Project) 1986 (No Project) 1987 (No Project) 1989 (No Project) 1990 (No Project) - Interest Only Offer 1991 (No Project) McKenzie & Partners - Forestry Partnership No.1 (1993) Grimsey & Associates Pty Ltd - Forestry Partnership No. 1 (1994) Grimsey & Associates Pty Ltd - Forestry Partnership No. 2 (1994) Grimsey & Associates Pty Ltd - Forestry Partnership No. 3 (1994) McKenzie & Partners - Forestry Partnership No. 2 (1994) 1995 (No Project) (Custom) Sharp/Reed Plantation Project -1998 Information Memorandum Willmott Forests - Professional Investor - 2001 Project - 2001 Information Memorandum 2001 (No Project) Willmott Forests - Professional Investor - 2002 Project - 2002 Information Memorandum Willmott Forests - Professional Investor - 2003 Project - 2003 Information Memorandum (2003) and 2003 Information Memorandum (2004) Willmott Forests - Professional Investor - 2004 Project - 2004 Information Memorandum and 2004 Information Memorandum (2005) 2005 BioForest Wholesale Project No. 2 - 2005 Wholesale Forestry Memorandum (Bioforest) Willmott Forests - Professional Investor - 2006 Project - 2006 Information Memorandum
AP
PE
ND
IX A
Clie
nt N
ame:
WIL
LMO
TT
GR
OU
P C
OM
PA
NIE
S
CA
LC
UL
AT
ION
OF
RE
MU
NE
RA
TIO
NF
OR
TH
E P
ER
IOD
16
JAN
UA
RY
201
1 T
O 1
5 F
EB
RU
AR
Y 2
011
Will
mot
t Fi
nanc
eW
illm
ott F
ores
tW
illm
ott F
ores
ts In
vest
men
tW
illm
ott F
ores
tW
illm
ott E
nerg
yW
illm
ott S
ubsc
riber
Bio
ener
gyB
ioen
ergy
Aus
tral
iaW
illm
ott
Not
esP
ty L
tdP
rodu
cts
Pty
Ltd
Man
agem
ent P
ty L
tdN
omin
ees
Pty
Ltd
Pty
Ltd
Pty
Ltd
Lim
ited
Lim
ited
Pty
Ltd
WIE
RIK
, BE
TE
Man
ager
330.
00
5.16
1,70
2.80
18
9.20
18
9.20
18
9.20
189.
20
189.
20
189.
20
189.
20
189.
20
189.
20
WA
TS
ON
, BR
IDG
ET
TE
Sup
ervi
sor
300.
00
13.5
4,05
0.00
45
0.00
45
0.00
45
0.00
450.
00
450.
00
450.
00
450.
00
450.
00
450.
00
OP
AT
, JE
RE
MY
Ana
lyst
120
0.00
0.
714
0.00
15.5
6
15
.56
15.5
6
15.5
6
15
.56
15.5
6
15
.56
15.5
6
15
.56
GO
LD, R
OB
ER
TA
naly
st 2
154.
00
11.3
51,
747.
90
194.
21
194.
21
194.
21
19
4.21
19
4.21
19
4.21
19
4.21
19
4.21
19
4.21
T
OT
AL
30.7
17,
640.
70
848.
97
848.
97
848.
97
84
8.97
84
8.97
84
8.97
84
8.97
84
8.97
84
8.97
Em
plo
yee
Po
siti
on
Rat
e
(Ex
GS
T)
Hrs
To
tal
($)
APPENDIX J2
ADMINISTRATORS’ APPROVED RATES
POSITION DESCRIPTION HOURLY
RATE
$ Principal
Appointee Registered and / or Official Liquidator, Administrator or Registered Trustee in Bankruptcy or Partner, bringing their specialist skills to the administration or insolvency task.
560
Director/ Principal Extensive insolvency or equivalent experience, at least 5 years at manager level as a qualified accountant and capable of controlling all aspects of an administration.
460
Senior Manager More than 7 years insolvency or equivalent experience, at least 3 of which as a manager and qualified accountant. 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.
440
Manager 6-7 years, qualified accountant, with well-developed technical and commercial skills. Is 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. Controls 2-4 staff.
330
Supervisor 4-6 years. ICAA/CPA or equivalent qualification. Has conduct of minor administrations and experience in control of 1-3 staff. Assisting with the planning and control of medium to larger jobs.
300
Senior Analyst 1
2-4 years. ICAA/CPA is normally completed within this period. Assisting with the planning and control of small to medium scale jobs as well as performing some of the more senior work on larger jobs.
234
Senior Analyst 2 215
Analyst 1 0-2 years. ICAA/ CPA is normally commenced within this period. Required to assist in day to day fieldwork under supervision of more senior staff.
200
Analyst 2 154
Graduate 0-1 years. Has recently completed an appropriate degree. Required to assist in day to day fieldwork under supervision of more senior staff.
154
Undergraduate Undertaking an appropriate degree. Required to assist in administration and day to day fieldwork under supervision of more senior staff.
154
Senior Bookkeeper
More than 5 years’ experience dedicated to specialised IPS/Sol 6 processing.
154
Bookkeeper Skilled operator dedicated to specialised IPS/Sol 6 processing. 150
PA Appropriate skills including machine usage. 150
Administration Non-qualified. Classification depends on experience, salary and complexity of work to be conducted.
95
AP
PE
ND
IX J3
Clie
nt
Nam
e:
Sch
eme
Co
sts
Hrs
Ad
min
istr
atio
nH
rsA
sset
sH
rsC
red
ito
rsH
rsE
mp
loye
esH
rsIn
vest
igat
ion
Hrs
Tra
de
On
Hrs
CR
OS
BIE
, CR
AIG
Par
tner
560.
00
48.5
0
27
,160
.00
11,8
72.0
0
21
.20
2,74
4.00
4.90
1,
624.
00
2.90
7,
224.
00
12.9
0
-
-
2,01
6.00
3.60
1,68
0.00
3.
00
EG
AN
, CO
LIN
Par
tner
560.
00
2.00
1,
120.
00
1,12
0.00
2.
00
WIG
HT
, BA
RR
YD
irect
or /
Prin
cipa
l46
0.00
11
0.15
50,6
69.0
0
46
0.00
1.00
1,
610.
00
3.
50
230.
00
0.
50
1,38
0.00
3.
00
-
-
46
,989
.00
10
2.15
-
-
CU
LLE
N, L
ES
Dire
ctor
/ P
rinci
pal
460.
00
41.4
0
19
,044
.00
19,0
44.0
0
41
.40
-
-
-
-
-
-
-
-
-
-
-
-
HO
ER
NE
R, C
AR
LD
irect
or /
Prin
cipa
l46
0.00
4.
40
2,02
4.00
-
-
18
4.00
0.
40
-
-
1,84
0.00
4.
00
-
-
-
-
-
-
NA
TO
LI,
AN
TH
ON
YD
irect
or /
Prin
cipa
l46
0.00
1.
00
460.
00
46
0.00
1.00
-
-
-
-
-
-
-
-
-
-
-
-
QU
INN
, GR
EG
Dire
ctor
/ P
rinci
pal
460.
00
0.50
23
0.00
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00
0.
50
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-
-
-
-
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-
-
-
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FIN
LAY
SO
N, A
AR
ON
Sen
ior
Man
ager
440.
00
55.4
0
24
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76.0
0
55
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CA
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ICH
AE
LM
anag
er33
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924.
00
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650.
00
5.
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574.
00
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WIE
RIK
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TE
Man
ager
330.
00
137.
50
45
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1,71
6.00
5.
20
7,88
7.00
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0
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287.
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300.
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AN
Sup
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sor
300.
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T, J
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sor
300.
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154.
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NG
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ER
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TIM
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ES
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3
271,
339.
53
350.
02
TO
TA
L
GS
T
TO
TA
L (
incl
ud
ing
GS
T)
Ave
rage
hou
rly r
ate
(exc
ludi
ng G
ST
)
WIL
LM
OT
T G
RO
UP
OF
CO
MP
AN
IES
CA
LC
UL
AT
ION
OF
RE
MU
NE
RA
TIO
NF
OR
TH
E P
ER
IOD
16
DE
CE
MB
ER
201
0 T
O 1
5 JA
NU
AR
Y 2
011
Em
plo
yee
Po
siti
on
Rat
e
(E
x G
ST
)H
rsT
ota
l($
)T
ask
Are
a
A
PP
EN
DIX
J4
DE
SC
RIP
TIO
N O
F W
OR
K S
CH
ED
UL
E
WIL
LM
OT
T G
RO
UP
OF
CO
MP
AN
IES
Sum
mar
y of
wor
k un
dert
aken
for
the
perio
d 16
Dec
embe
r 20
10 to
15
Janu
ary
2010
.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
Sch
eme
Rel
ated
C
ost
s T
ota
l: $
93,7
44.3
0
Ana
lysi
s of
Sch
emes
Eng
agin
g P
oyr
y to
car
ry o
ut s
che
me
viab
ility
ana
lysi
s,
incl
udin
g lia
isin
g w
ith M
r Jo
hn W
elsf
ord,
dire
ctor
of
Po
yry.
Co-
ordi
natin
g th
e p
rovi
sion
of i
nfor
mat
ion
to P
oyr
y fo
r its
re
port
.
Con
duct
ing
seve
ral p
rogr
ess
mee
tings
and
num
erou
s te
leph
one
disc
ussi
ons
with
Po
yry
to d
iscu
ss th
e st
atus
of
thei
r re
port
.
Dis
cuss
ions
with
the
Rec
eive
rs a
nd M
anag
ers
on t
he
prog
ress
of t
he P
oyr
y re
port
.
Rev
iew
ing
seve
ral d
rafts
of t
he P
oyr
y re
port
and
mee
ting
with
var
ious
sta
keho
lder
s to
dis
cuss
the
final
rep
ort.
Con
duct
ing
rese
arch
on
cert
ain
inpu
ts to
the
Po
yry
repo
rt, i
nclu
ding
dis
coun
t rat
e, p
oten
tial r
espo
nsib
le
entit
y fe
es a
nd o
ther
sch
eme
cost
s.
R
evie
win
g th
e dr
aft o
utpu
t of v
ario
us s
chem
e vi
abili
ties.
Dis
cuss
ions
with
Po
yry
staf
f mem
bers
reg
ard
ing
the
assu
mpt
ions
use
d in
thei
r re
port
.
Cor
resp
ond
ence
with
Mr
A W
ilkie
(W
FL
empl
oye
e) in
re
latio
n to
the
lan
d tit
les
of th
e 20
01 “
No
Pro
ject
” sc
hem
e 10
0% o
wne
d b
y W
FL
and
revi
ewin
g hi
s re
spon
se.
C
orre
spo
nden
ce w
ith M
r D
icki
nson
of P
oyr
y re
gard
ing
sche
me
cate
goris
atio
n.
R
evie
win
g th
e fi
nanc
ial m
odel
pre
pare
d b
y K
orda
Men
tha
and
Will
mot
t, in
clud
ing
revi
ew
ing
the
mod
el fo
r m
athe
mat
ical
and
logi
cal a
ccur
acy.
T
he a
naly
sis
of t
he s
chem
es h
as p
rimar
ily b
een
cond
ucte
d b
y D
irec
tor,
Les
Cul
len.
Mr
Cul
len
has
prev
ious
exp
erie
nce
with
ma
nage
men
t inv
estm
ent
sche
mes
and
is th
eref
ore
appr
opri
ate
for
this
task
, pa
rtic
ular
ly g
iven
the
leve
l of c
ompl
exity
invo
lved
. Mr
Cul
len
has
also
bee
n si
gnifi
cant
ly in
volv
ed in
this
are
a si
nce
the
begi
nnin
g of
the
adm
inis
trat
ion
and
the
refo
re is
de
emed
to h
ave
the
appr
opr
iate
kno
wle
dge
to c
ondu
ct
this
ana
lysi
s.
S
uper
viso
r, J
ason
Lon
t and
gra
duat
e, C
hris
Tun
g,
also
as
sist
ed M
r C
ulle
n w
ith n
on-c
ompl
ex ta
sks
such
as
the
anal
ysis
of s
chem
e su
mm
arie
s, w
hich
was
de
emed
ap
prop
riate
for
thei
r le
vel o
f exp
erie
nce.
Dur
ing
the
pre
viou
s pe
riod
the
Ad
min
istr
ator
s al
so
enga
ged
the
help
of t
he in
tern
atio
nally
ren
ow
ned
cons
ultin
g an
d en
gine
erin
g co
mp
any
Po
yry.
Its
in-d
epth
ex
perie
nce
of th
e fo
rest
ry in
dust
ry m
akes
it a
n ap
prop
riate
cho
ice
to c
arry
out
the
com
plex
sch
eme
viab
ility
ana
lysi
s. T
he A
dm
inis
trat
ors
have
det
erm
ined
th
at g
iven
its
exp
erie
nce,
Po
yry
is b
ette
r pl
aced
to
unde
rtak
e th
is w
ork
than
the
Adm
inis
trat
ors.
Mr
Cu
llen
has
assi
sted
Poy
ry in
ens
urin
g th
at t
hey
rece
ive
all
nece
ssar
y in
form
atio
n in
ord
er to
pro
duce
thei
r re
por
t on
the
viab
ility
of t
he s
chem
es.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
Gro
we
r Li
aiso
n
T
elep
hone
con
vers
atio
n w
ith P
aul C
halli
s of
Will
mot
t G
row
ers
Gro
up (
WG
G)
reg
ardi
ng t
he c
onve
ning
of
a m
eetin
g of
gro
we
rs fo
r th
e 19
95-9
9 sc
hem
es a
nd
revi
ewin
g su
bse
quen
t em
ail f
rom
Mr
Cha
llis
in r
espe
ct o
f th
e m
eetin
g.
M
eetin
g w
ith M
arie
Birm
ingh
am fr
om W
illm
ott A
ctio
n G
rou
p (W
AG
) to
geth
er w
ith B
rian
Web
ster
of K
ord
a M
enth
a to
dis
cuss
the
rest
ruct
urin
g of
sch
emes
.
Rev
iew
ing
emai
l fro
m W
AG
and
sub
sequ
ent
corr
espo
nden
ce w
ith K
ord
aMen
tha
and
Com
mo
nw
ealth
B
ank
re m
eetin
g w
ith th
e W
GG
.
Pre
para
tion
for
the
WG
G m
eetin
g.
R
evie
win
g an
d p
repa
ring
atte
nda
nce
regi
ster
and
ag
enda
for
mee
ting.
Atte
ndan
ce a
t th
e W
GG
mee
ting.
Rev
iew
ing
ques
tions
rai
sed
by
the
Gro
wer
s an
d pr
epar
ing
resp
onse
s.
R
evie
win
g al
l em
ails
and
pro
of o
f de
bts
rece
ived
from
G
row
ers.
Res
pond
ing
to a
ll G
row
ers
’ que
ries.
Rev
iew
ing
num
ero
us e
mai
ls fr
om G
row
ers
reg
ardi
ng
insu
ranc
e m
atte
rs.
O
btai
ning
lega
l adv
ice
from
AB
L.
P
rimar
y ov
ers
ight
for
Gro
we
r lia
ison
was
per
form
ed
by
Sup
ervi
sor,
Brid
get
te W
atso
n, w
ho
is c
onsi
dere
d to
hav
e th
e re
quis
ite le
vel o
f exp
ertis
e du
e to
her
sig
nific
ant
invo
lvem
ent w
ith G
row
er is
sues
sin
ce th
e A
dmin
istr
ator
s’
appo
intm
ent.
Adm
inis
trat
or, C
raig
Cro
sbie
, has
atte
nded
all
Gro
we
r m
eetin
gs a
long
with
Ms
Wat
son,
and
pro
vide
d ne
cess
ary
guid
ance
and
ove
rsig
ht o
n G
row
er-
rela
ted
issu
es w
her
e ap
prop
riate
.
Rob
bie
Gol
d, A
nal
yst 2
leve
l, ha
s pr
imar
ily d
ealt
with
a
high
vol
ume
of p
roof
s of
deb
t, n
otin
g th
ese
task
s ar
e no
n-co
mpl
ex o
r of
an
adm
inis
trat
ive
natu
re. H
e ha
s al
so
deal
t with
an
y a
ddi
tiona
l non
-com
plex
task
s as
they
ar
ise.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
EO
I/Rec
apita
lisat
ion
R
evie
win
g co
rres
pond
ence
from
Ms
L S
ewel
l fro
m H
VP
re
gard
ing
pote
ntia
l int
eres
t in
som
e sc
hem
es a
nd
inte
rnal
dis
cuss
ions
re
HV
P in
tere
st.
Pro
vidi
ng c
onfid
entia
l inf
orm
atio
n to
HV
P.
D
iscu
ssio
ns w
ith S
Bla
ir re
gard
ing
pro
posa
l for
de
alin
g w
ith W
illm
ott a
sset
s.
R
evie
win
g an
d re
spon
ding
to e
mai
l fro
m R
uper
t Sm
oker
of
The
Tru
st C
om
pan
y re
gard
ing
cha
nges
to th
e C
onfid
entia
lity
Agr
eem
ent.
Clo
sing
pro
posa
l str
uctu
re a
nd r
evi
ewin
g al
l pro
posa
ls.
D
iscu
ssio
ns w
ith M
icha
el P
olla
ck r
egar
ding
Will
mot
t S
hell.
Mee
ting
with
Joh
n K
nox
and
Mal
colm
Cle
land
from
H
untle
y G
roup
.
Ans
we
ring
due
dilig
ence
que
ries
from
pro
spec
tive
part
ies.
Hol
ding
reg
ular
inte
rnal
str
ateg
y m
eetin
gs r
egar
ding
the
EO
I cam
paig
n a
nd p
roce
ss.
Id
entif
ying
and
ta
rget
ing
pote
ntia
l int
eres
ted
part
ies
with
th
e re
leva
nt in
dust
ry e
xper
tise.
Atte
ndin
g E
OI
resp
onse
s an
d fu
rthe
r qu
erie
s.
U
nder
taki
ng c
ontin
ual r
evie
w a
nd
upda
te o
f bot
h fin
anci
al a
nd s
chem
e in
form
atio
n in
the
data
roo
m.
H
oldi
ng d
iscu
ssio
ns w
ith e
ach
of
the
inte
rest
ed p
art
ies
invo
lved
in th
e E
OI p
roce
ss, a
nd a
ttend
ing
mee
tings
with
a
num
ber
of p
artie
s.
R
evie
win
g fir
st r
oun
d, in
dica
tive
non-
bind
ing
pro
posa
ls
from
eig
ht in
tere
sted
par
ties.
S
enio
r m
anag
er,
Aar
on F
inla
yson
, w
ith s
peci
alis
t ski
lls in
co
rpor
ate
finan
ce, h
as p
rimar
y ov
ersi
ght i
n an
alys
ing
the
sche
mes
and
lead
ing
the
EO
I pro
cess
. T
he c
ompl
exity
of
this
adm
inis
trat
ion
requ
ires
som
eone
with
Mr
Fin
lays
on’s
exp
erie
nce
in r
unni
ng s
imila
r ty
pes
of E
OI
cam
paig
ns a
nd d
ealin
g w
ith in
tere
sted
par
ties.
Eva
n W
right
, Sen
ior
Ana
lyst
1 le
vel a
nd A
ntho
ny
Dea
gue,
Ana
lyst
1 le
vel h
ave
prov
ided
ass
ista
nce
with
an
y ro
utin
e or
ad
min
istr
ativ
e ta
sks
such
as
upda
ting
the
data
roo
m, c
allin
g in
tere
sted
par
ties
and
anal
ysin
g
prop
osal
s fr
om in
tere
sted
par
ties.
Ass
ets
To
tal:
$3,
321.
00
Sal
e of
Re
al P
rope
rty
D
iscu
ssio
ns w
ith M
r W
ill B
arto
n of
M3
Pro
pert
y ab
out
the
valu
atio
n of
Bom
bala
land
and
rev
iew
ing
emai
ls fr
om
M3
prop
erty
re
sam
e.
R
evie
win
g M
3 P
rope
rty
repo
rt r
eg
ardi
ng B
omba
la la
nd.
Li
aisi
ng w
ith M
r S
tew
art L
ee, r
eal e
stat
e ag
ent r
e S
elle
rs,
Mitc
hell,
Gol
dsan
ds a
nd C
atca
rt p
rope
rtie
s in
Bom
bala
.
Dis
cuss
ing
secu
rity
for
fun
ding
arr
ange
men
t.
Li
aisi
ng w
ith M
r an
d M
rs J
enni
ngs
re tr
ansf
er o
f lea
se.
R
evie
win
g re
leva
nt d
ocum
ents
.
A
dmin
istr
ator
, Cra
ig C
rosb
ie, h
as p
redo
min
antly
car
ried
out t
asks
in r
elat
ion
to r
eal p
rope
rty,
not
ing
his
prev
ious
ex
perie
nce
in p
rope
rty
mat
ters
an
d th
e re
quir
emen
t to
deal
with
sen
ior
pers
onne
l with
in e
xter
nal p
rope
rty
orga
nisa
tions
.
Man
ager
, Be
n T
e W
ierik
, has
ass
iste
d M
r C
rosb
ie in
re
latio
n to
pro
pert
y re
late
d ta
sks,
par
ticul
arly
in r
elat
ion
to th
e in
vest
igat
ion
into
une
ncum
bere
d la
nd, n
otin
g th
is
larg
ely
invo
lved
res
earc
h an
d di
scus
sion
with
Will
mot
t m
anag
emen
t. A
s su
ch, M
r T
e W
ierik
is a
t the
app
ropr
iate
le
vel o
f sen
iorit
y fo
r th
is ta
sk.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
Cre
dit
ors
T
ota
l: $
22,7
01.8
0
Cre
dito
r E
nqu
irie
s
R
ecei
ving
and
follo
win
g up
num
erou
s cr
edito
r en
qui
ries.
Rev
iew
ing
and
pre
parin
g co
rres
pon
denc
e to
cre
dito
rs
and
thei
r re
pres
ent
ativ
es v
ia fa
csim
ile, e
mai
l and
pos
t.
R
obbi
e G
old,
An
alys
t 2 le
vel,
has
prim
arily
dea
lt w
ith a
hi
gh v
olum
e of
cre
dito
r is
sues
suc
h as
pho
ne c
alls
or
emai
ls, n
otin
g th
ese
task
s ar
e no
n-co
mpl
ex o
r of
a
rout
ine
natu
re.
Cre
dito
r R
epor
ts
D
rafti
ng r
epo
rt to
Com
mitt
ee o
f Cre
dito
rs r
egar
ding
B
omba
la v
alua
tion
and
seed
ling
tree
stoc
k.
P
repa
ring
s 43
9A
rep
ort a
nd c
ontin
ually
rev
iew
ing
the
draf
t re
port
an
d u
pdat
e th
e re
port
.
Dis
cuss
ing
deta
ils c
onta
ined
in th
e 43
9A r
epo
rt.
Pre
parin
g an
d re
view
ing
the
finan
cial
ana
lysi
s se
ctio
n of
th
e re
port
.
Rev
iew
ing
acco
unt
ing
stan
dard
s fo
r co
mm
enta
ry in
the
repo
rt.
R
obbi
e G
old,
An
alys
t 2 le
vel,
has
been
res
pons
ible
for
com
men
cing
the
s 43
9A r
epor
t ou
tline
as
wel
l as
com
pilin
g th
e C
omm
ittee
of C
redi
tors
det
ails
and
dea
ling
with
thei
r en
quiri
es.
The
se ta
sks
are
not c
ompl
ex
and
are
adm
inis
trat
ive
in n
atur
e.
B
ridge
tte W
atso
n, S
uper
viso
r, is
prim
arily
res
pons
ible
for
the
over
all c
ompl
etio
n of
this
rep
ort
. S
he h
as th
e re
quis
ite k
now
ledg
e an
d e
xpe
rienc
e to
com
plet
e th
is
task
eff
ectiv
ely
and
cost
eff
icie
ntly
.
Bar
ry W
ight
, Dire
ctor
sup
ervi
sed
this
pro
cess
ens
urin
g M
r G
old
and
Ms
Wat
son
carr
ied
out t
heir
task
s ap
prop
riate
ly a
nd
corr
ectly
. S
ecur
ed
Cre
dito
r
Dis
cuss
ions
with
sec
ured
cre
dito
r re
gard
ing
finan
ce
appl
icat
ion.
Tel
epho
ne c
onve
rsat
ions
with
Me
ssrs
Cop
p, B
erg
er a
nd
Mus
so o
f the
Co
mm
onw
ealth
Ba
nk.
R
evie
win
g co
rres
pond
ence
from
the
Com
mon
wea
lth
Ban
k.
C
raig
Cro
sbie
, Adm
inis
tra
tor
and
Bar
ry W
ight
, Dire
ctor
ha
ve fo
r th
e m
ost p
art b
een
invo
lved
in m
eetin
gs a
nd
disc
ussi
ons
with
the
secu
red
cred
itors
. T
his
is
cons
ider
ed a
ppro
pria
te g
iven
the
com
plex
ity o
f iss
ues
invo
lved
, the
dec
isio
n m
akin
g re
quire
d an
d th
e le
vel o
f se
nior
ity o
f sec
ured
cre
dito
rs’ s
taff
part
icip
atin
g.
Mee
ting
of C
redi
tors
Pre
parin
g ag
end
a fo
r C
omm
ittee
of C
redi
tors
me
etin
g.
In
tern
al d
iscu
ssio
ns r
egar
ding
mee
ting
venu
es a
nd
cost
s fo
r C
omm
ittee
of
Cre
dito
rs m
eetin
g.
P
repa
ratio
n o
f var
ious
sch
edul
es fo
r th
e p
rese
ntat
ion
at
the
Com
mitt
ees
of C
redi
tors
me
etin
gs.
A
ttend
ance
at n
um
erou
s m
eetin
gs o
f Com
mitt
ee o
f C
redi
tors
.
Cor
resp
ond
ence
with
Com
mitt
ee o
f Cre
dito
rs m
embe
rs.
A
dmin
istr
ator
, Cra
ig C
rosb
ie a
nd M
anag
er, M
icha
el
Car
mod
y ha
ve p
redo
min
antly
car
ried
out t
asks
in th
is
area
. Mr
Cro
sbie
cha
ired
the
Com
mitt
ee o
f Cre
dito
rs
mee
ting
whi
ch is
app
rop
riate
as
he
is th
e ap
poin
tee.
M
r C
arm
ody
assi
sted
him
thro
ugh
out t
he p
roce
ss t
o en
sure
cre
dito
rs’ c
once
rns
we
re d
ealt
with
ap
prop
riate
ly.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
Tra
de
On
T
ota
l: $
4,25
4.00
Tra
de O
n M
anag
emen
t
C
ondu
ctin
g re
gula
r ca
sh r
econ
cilia
tions
.
Liai
sing
with
man
agem
ent a
nd s
taff.
Ens
urin
g ap
prop
riat
e st
affin
g le
vels
are
mai
ntai
ned.
Liai
sing
with
man
agem
ent r
ega
rdin
g th
e us
e of
Co
mpa
ny
veh
icle
s.
R
egul
ar in
tern
al d
iscu
ssio
ns r
egar
ding
issu
es e
mer
ging
fr
om tr
adin
g ac
tiviti
es.
Pre
parin
g an
d au
thor
isin
g re
ceip
t vou
cher
s, p
aym
ent
vo
uche
rs a
nd E
FT
pa
ymen
ts.
D
iscu
ssio
ns r
egar
ding
CB
A o
verd
raft
issu
e an
d re
view
of
docu
men
ts r
egar
ding
sam
e.
B
arry
Wig
ht,
Dire
ctor
, ha
s pr
imar
y re
spon
sibi
lity
for
man
agin
g th
e A
dm
inis
trat
ors’
team
acr
oss
a nu
mb
er o
f tr
ade-
on
issu
es, n
otin
g hi
s ex
tens
ive
inso
lven
cy a
nd
oper
atio
nal e
xpe
rienc
e.
M
icha
el C
arm
ody,
Man
ager
, has
pro
vide
d th
e m
ajor
ity o
f su
ppor
t to
Mr
Wig
ht in
com
plet
ing
vario
us ta
sks
such
as
revi
ewin
g a
gree
men
ts, d
rafti
ng c
orre
spon
den
ce,
deal
ing
with
em
plo
yees
etc
. M
r C
arm
ody’
s le
vel o
f ins
olve
ncy
expe
rienc
e is
app
ropr
iate
for
deal
ing
with
var
ious
st
akeh
olde
rs a
nd r
evie
win
g d
ocum
ents
.
Inve
stig
atio
n
To
tal:
$97
,451
.20
Con
duct
ing
Inve
stig
atio
n
Com
plet
ing
a dr
aft
of th
e in
vest
igat
ion
exec
utiv
e su
mm
ary
.
Pre
parin
g a
dra
ft a
naly
sis
of c
onso
lidat
ed fi
nanc
ial
stat
emen
ts a
nd n
otes
for
inve
stig
atio
n re
port
.
Rev
iew
ing
WF
L co
rres
pond
ence
to
AS
IC r
e A
FS
L co
mpl
ianc
e an
d co
vena
nt c
alcu
latio
n.
R
evie
win
g no
tes
to fi
nanc
ial a
ccou
nts
and
disc
ussi
ons
with
Mr
Ago
stin
i (W
FL
Acc
ount
ant)
re
calc
ulat
ion
of la
nd
carr
ying
val
ues.
Rev
iew
ing
corr
espo
nden
ce fr
om M
cPhe
rson
Kel
ly
rega
rdin
g cl
aim
s of
dir
ecto
rs’ b
rea
ches
.
Pre
parin
g sp
read
shee
t and
gra
ph o
f WF
L sh
are
pric
e ov
er p
ast t
hree
yea
rs, i
nclu
ding
det
ails
of a
ny e
vent
s ov
er th
e pe
riod
that
ma
y o
r di
d h
ave
an e
ffect
on
the
shar
e pr
ice.
Rev
iew
ing
annu
al f
inan
cial
acc
ount
s fo
r F
Y ’0
7 to
in
vest
igat
e na
ture
of $
91.4
mill
ion
inflo
w o
f inv
estm
ent
activ
ity.
P
repa
ring
stac
ked
grap
h fo
r ca
sh f
low
act
iviti
es fo
r pe
riod
2007
to
201
0 an
d ca
lcul
atin
g an
d gr
aphi
ng n
et
debt
for
sam
e p
erio
d.
In
tern
al d
iscu
ssio
ns r
e in
vest
igat
ion
area
s an
d pl
anni
ng
and
upda
ting
Ga
ntt c
hart
tim
elin
e fo
r in
vest
igat
ion
task
s.
N
umer
ous
inte
rnal
dis
cuss
ions
and
mee
tings
bet
wee
n th
e in
vest
igat
ion
team
on
the
cont
ent o
f the
inve
stig
atio
n re
port
.
Inve
stig
atin
g th
e st
ruct
ure
and
flow
of f
unds
bet
we
en
Will
mot
t Gro
up e
ntiti
es in
rel
atio
n to
inve
stm
ents
in
vario
us M
anag
em
ent I
nves
tmen
t S
chem
es.
In
terv
iew
s an
d di
scus
sion
s w
ith k
ey
man
age
men
t of
W
illm
ott i
nclu
ding
fina
ncia
l acc
ount
ant a
nd fo
rest
ry
B
arry
Wig
ht,
Dire
ctor
, ha
s pr
imar
y re
spon
sibi
lity
for
lead
ing
the
inve
stig
atio
ns t
eam
and
pro
vidi
ng g
uida
nce
and
lead
ersh
ip w
here
app
ropr
iate
. M
r W
ight
has
ex
tens
ive
expe
rienc
e in
dea
ling
with
com
ple
x is
sues
fr
om p
revi
ous
inso
lven
cies
and
is th
eref
ore
appr
opri
ate
for
this
task
.
Ben
Te
Wie
rik, M
anag
er, a
ssis
ted
Mr
Wig
ht in
in
vest
igat
ions
as
appr
opria
te fo
r m
anag
er le
vel.
Ro
bbie
G
old,
Ana
lyst
2 le
vel,
also
ass
iste
d M
r W
ight
and
Mr
Te
Wie
rik
with
less
com
plex
ta
sks
such
as
prep
arin
g d
ata
tabl
es, r
evie
win
g d
ocum
ents
and
bas
ic a
naly
sis
whi
ch
we
re d
eem
ed a
ppr
opria
te fo
r th
eir
leve
l of e
xper
ien
ce.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
depa
rtm
ent s
taff.
Con
duct
ing
void
able
tran
sact
ions
rev
iew
.
Exa
min
ing
WF
L’s/
the
Will
mot
t com
pani
es’ b
udge
ting
and
acco
untin
g pr
oces
ses.
Rev
iew
ing
Will
mot
t acc
ount
ing
polic
ies
and
proc
edur
es.
In
vest
igat
ing
the
fund
ing
stru
ctur
e o
f Will
mot
t.
Rev
iew
ing
MIS
indu
stry
tre
nds
and
pra
ctic
es in
clud
ing
revi
ewin
g su
bmis
sion
s to
Joi
nt P
arlia
men
tary
Inq
uiry
into
A
gri-B
usin
ess
MIS
and
Inqu
iry
findi
ngs.
Pre
parin
g d
raft
inve
stig
atio
n su
mm
ary
on
finan
cial
st
atem
ents
, rev
iew
ing
acco
untin
g po
licie
s an
d ca
lcul
atin
g S
tand
ing
Tim
ber
asse
t va
luat
ion,
rec
ogni
tion
of r
even
ue, l
and
valu
atio
n m
etho
dolo
gy
and
futu
re
harv
est p
roce
eds.
Rev
iew
ing
Will
mot
t Gro
up c
orre
spon
denc
e w
ith B
anki
ng
Syn
dica
te fo
llow
ing
1 Ju
ly 2
010.
Rev
iew
ing
finan
cial
sta
tem
ents
, Ana
lysi
s of
Con
solid
ated
In
com
e S
tate
me
nt, A
naly
sis
of C
onso
lidat
ed S
tate
men
t of
Fin
anci
al P
ositi
on, a
nd A
naly
sis
of C
onso
lidat
ed
Cas
hflo
w a
nd p
repa
ring
exp
lana
tory
not
es to
fina
nci
al
stat
emen
ts.
M
eetin
gs a
nd d
iscu
ssio
ns w
ith W
illm
ott F
inan
cial
A
ccou
ntan
t in
rela
tion
to c
alcu
latio
n/ v
alua
tion
and
cl
assi
ficat
ion
of A
sset
and
liab
ilitie
s in
clud
ing
SG
AR
A
and
Fut
ure
Ha
rves
t pro
ceed
s ca
lcul
atio
ns, P
INE
S a
nd
Pro
visi
on b
alan
ces
and
Rev
enue
and
Exp
ens
e re
cogn
ition
incl
udin
g S
tand
ing
Tim
ber
and
def
erre
d le
asin
g an
d m
aint
enan
ce r
even
ue, F
ores
try
Man
agem
ent e
xpen
ses.
Pre
parin
g an
d a
men
ding
dra
ft w
ork
pap
er o
n ev
ents
le
adin
g to
Will
mot
t Gro
up’s
inso
lven
cy, i
nclu
ding
re
view
ing
mo
nthl
y bo
ard
pac
kage
s an
d m
inut
es o
f boa
rd
mee
tings
, rev
iew
ing
and
prep
ari
ng
hist
oric
al s
hare
pric
e gr
aph
and
AS
X a
nnou
ncem
ents
.
Rev
iew
ing
Gro
wer
Inve
stor
Fin
ance
pro
vide
rs.
D
iscu
ssio
ns w
ith W
illm
ott s
taff
re
PD
S d
evel
opm
ent
proc
ess
and
WF
L bu
sine
ss m
odel
.
Pre
limin
ary
anal
ysis
of I
nsol
vent
trad
ing.
Ana
lysi
s of
Aud
itor
Inde
pend
ence
and
dis
cuss
ions
with
ac
coun
ting
and
aud
it ex
pert
in r
ela
tion
to W
illm
ott g
roup
ac
coun
ting
trea
tmen
ts.
R
evie
win
g W
illm
ott G
roup
ban
k tr
ansa
ctio
ns a
nd
reco
ncili
atio
n of
tran
sact
ions
to B
ank
Sta
tem
ents
, and
in
terc
ompa
ny
tra
nsfe
r of
loan
fun
ds.
R
evie
win
g di
rect
or a
nd r
elat
ed p
art
y tr
ansa
ctio
ns.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
A
naly
sis
of W
FL
owne
d an
d le
ase
d la
nd a
nd
reco
ncili
atio
n ba
sed
on G
row
er d
atab
ase.
Ana
lysi
s of
Woo
dlot
pla
ntat
ions
by
plan
tatio
n ty
pe a
nd
prep
arat
ion
of s
um
mar
y ta
ble.
Litig
atio
n/R
eco
verie
s
In
tern
al m
eetin
gs to
dis
cuss
sta
tus
of c
ourt
app
licat
ion.
Pro
visi
on o
f inf
orm
atio
n re
quire
d fo
r th
e co
urt
appl
icat
ion
and
prog
ress
ion
of c
ourt
app
licat
ion.
Var
ious
con
vers
atio
ns w
ith la
wye
rs a
nd r
evie
win
g m
ater
ial t
o be
incl
uded
in a
ffid
avits
in s
uppo
rt o
f th
e ap
plic
atio
n.
B
arry
Wig
ht, D
irect
or, i
s pr
imar
ily r
espo
nsib
le fo
r al
l as
pect
s of
the
cour
t app
licat
ion,
incl
udin
g th
e di
ssem
inat
ion
of in
form
atio
n be
twee
n th
e le
gal a
nd
Adm
inis
trat
ors’
team
s. M
r W
ight
has
bee
n ex
tens
ivel
y in
volv
ed in
aff
idav
it pr
epar
atio
n. M
r W
ight
’s in
volv
emen
t in
this
asp
ect o
f the
Adm
inis
trat
ion
is a
ppro
pria
te,
as h
e ha
s ge
nera
l ove
rsig
ht o
f the
Adm
inis
trat
ors’
team
and
is
fam
iliar
with
the
com
plex
issu
es in
volv
ed.
C
raig
Cro
sbie
, Adm
inis
trat
or,
has
bee
n cl
osel
y in
volv
ed
in th
e co
urt a
pplic
atio
n pr
oces
s an
d ha
s be
en a
ssis
ted
mai
nly
by
Ben
Te
Wie
rik, M
anag
er.
Ad
min
istr
atio
n
To
tal:
$27
,445
.00
AS
IC/IT
SA
For
ms
P
repa
ratio
n o
f cor
resp
onde
nce
to A
SIC
to u
pdat
e it
on
the
Adm
inis
trat
ion.
R
obbi
e G
old,
An
alys
t 2 le
vel p
rep
ared
the
Initi
al d
raft
of
this
cor
resp
onde
nce
befo
re b
eing
pro
vide
d to
m
anag
emen
t fo
r re
view
.
Adm
inis
trat
or, C
raig
Cro
sbie
, has
bee
n in
volv
ed in
re
view
ing
the
final
dra
ft be
fore
sig
ning
.
Mee
tings
- In
tern
al
V
olun
tary
Adm
inis
trat
ion
team
me
etin
gs.
It
was
nec
essa
ry fo
r th
e A
dmin
istr
ator
s’ te
am to
mee
t on
a re
gula
r b
asis
, not
ing
the
com
plex
nat
ure
of t
his
appo
intm
ent a
nd a
num
ber
of i
nte
rrel
ated
issu
es
requ
iring
sha
ring
of k
now
ledg
e.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
Insu
ranc
e
R
evie
win
g le
tter
in r
espe
ct o
f dire
ctor
s an
d of
ficer
s in
sura
nce
polic
y fr
om B
rand
Par
tner
s an
d m
eetin
g w
ith
Bak
er &
McK
enzi
e to
dis
cuss
sam
e.
C
orre
spo
nden
ce w
ith W
illis
reg
ard
ing
ongo
ing
insu
ranc
e re
quire
men
ts in
clud
ing
IMI p
olic
y.
R
evie
win
g in
sura
nce
proc
eeds
acc
ount
.
Cor
resp
ond
ence
with
bro
kers
incl
udin
g P
aul K
aise
r of
K
ings
Insu
ranc
e B
roke
rs r
ega
rdin
g pl
acem
ent o
f w
oodl
ot
insu
ranc
e.
P
repa
ring
corr
espo
nden
ce to
Kor
daM
enth
a re
gard
ing
publ
ic e
xpos
ure
liabi
lity.
C
raig
Cro
sbie
, Adm
inis
trat
or,
was
larg
ely
invo
lved
in k
ey
insu
ranc
e di
scus
sion
s an
d re
view
ing
info
rmat
ion
to
ensu
re a
ppro
pria
te in
sura
nce
was
effe
cted
. It
was
ap
prop
riate
for
Mr
Cro
sbie
to d
eal
with
the
issu
e of
in
sura
nce,
due
to it
s im
port
ance
in a
n ad
min
istr
atio
n.
M
icha
el C
arm
ody,
Man
ager
, ass
iste
d w
ith th
e pr
oce
ss o
f co
llatin
g in
sura
nce
info
rmat
ion,
pre
sent
ing
this
to M
r C
rosb
ie fo
r co
nsid
erat
ion
and
arra
ngin
g m
eetin
gs w
ith
insu
ranc
e br
oker
s an
d ot
hers
. M
r C
arm
ody
has
stro
ng
back
grou
nd e
xpe
rienc
e fr
om p
rior
inso
lven
cies
in r
egar
d to
insu
ranc
e is
sues
and
ove
rsee
s in
sura
nce
mat
ters
ge
nera
lly a
t PP
B.
Tas
k A
rea
Gen
eral
Des
crip
tio
n
Incl
ud
es
Ap
pro
pri
ate
Res
ou
rce
s E
mp
loye
d
Pla
nni
ng/
R
evie
w/S
uper
visi
on o
f S
taff
R
evie
win
g an
d u
pdat
ing
che
cklis
t of o
utst
andi
ng m
atte
rs.
In
tern
al d
iscu
ssio
ns r
egar
ding
pre
para
tion
of
Rem
uner
atio
n R
epor
t.
P
lann
ing
mee
tings
bet
wee
n M
essr
s C
rosb
ie a
nd W
ight
.
Dra
fting
the
Rem
uner
atio
n R
epo
rt fo
r th
e pe
riod
fro
m 1
6 N
ovem
ber
to 1
5 D
ecem
ber
2010
and
gui
danc
e fr
om
the
Adm
inis
trat
ors’
in r
espe
ct o
f sam
e.
In
tern
al m
eetin
gs to
dis
cuss
the
prog
ress
of
inve
stig
atio
ns a
nd s
439
A r
epo
rt.
P
lann
ing
and
supe
rvis
ion
has
prim
arily
bee
n ca
rrie
d ou
t b
y C
raig
Cro
sbie
, Adm
inis
trat
or, a
nd B
arry
Wig
ht,
Dire
ctor
, w
ith g
uida
nce
and
supe
rvis
ion
prov
ided
to le
ss
seni
or m
embe
rs o
f sta
ff. S
enio
r te
am m
embe
rs a
re
appr
opria
te fo
r th
is fu
nctio
n gi
ven
thei
r in
volv
emen
t in
all
Adm
inis
trat
ion
issu
es a
nd n
otin
g th
e in
terd
epen
denc
e of
is
sue
s.
R
onan
Leh
ane,
Sup
ervi
sor,
has
prim
ary
over
sigh
t of t
he
Adm
inis
trat
ors’
rem
uner
atio
n re
por
ting
proc
ess.
His
rol
e in
clud
es e
nsur
ing
PP
B ti
me-
reco
rdin
g po
licie
s ar
e ad
here
d to
and
pre
parin
g th
e re
mun
erat
ion
repo
rts.
Cra
ig C
rosb
ie, A
dmin
istr
ato
r, h
as p
rovi
ded
inst
ruct
ion
and
guid
ance
to:
M
r B
en T
e W
ieri
k, M
anag
er, i
n re
latio
n to
s
439A
rep
ort
pre
par
atio
n; a
nd
M
r R
onan
Leh
ane,
Sup
ervi
sor,
in r
elat
ion
to
the
rem
une
ratio
n r
epor
ting
pro
cess
. S
uch
inst
ruct
ion
and
guid
ance
ha
s en
able
d bo
th ta
sks
to
be u
nder
take
n b
y st
aff a
t app
ropr
iate
leve
ls in
an
effic
ient
man
ner.
Will
mo
tt F
ore
sts
Lim
ited
(A
CN
063
263
650
)(A
dm
inis
trat
ors
Ap
po
inte
d)
(Rec
eive
rs A
nd
Man
ager
s A
pp
oin
ted
) (“
WF
L”)
Tim
e al
loca
tio
n a
cro
ss s
chem
es f
or
the
per
iod
16
No
vem
ber
201
0 to
15
Dec
emb
er 2
010
Co
lin
Eg
an -
P
artn
er
Bar
ry
Wig
ht
- D
irec
tor
Les
Cu
llen
-
Dir
ecto
r
An
tho
ny
Nat
oli
- D
irec
tor
Gre
g
Qu
inn
-
Dir
ecto
r
Aar
on
F
inla
yso
n -
S
enio
r M
anag
er
Jaso
n L
on
t -
Su
per
viso
r
Eva
n
Wri
gh
t -
Sen
ior
An
alys
t 1
An
tho
ny
Dea
gu
e -
An
alys
t 1
Ch
ris
Tu
ng
-
Gra
du
ate
Sky
A
ust
in-
Mar
tin
-
PA
Sch
emes
Met
ho
d 1
Met
ho
d 2
Met
ho
d 3
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 3
Met
ho
d 1
Met
ho
d 3
Met
ho
d 2
Met
ho
d 3
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 2
Met
ho
d 3
Met
ho
d 1
Met
ho
d 1
1983 No Project
Schem
e21
2.55
3.64
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0027
.99
0.00
27.2
748
.93
56.8
29.
910.
009.
450.
851,
861.
811984 No Project
Schem
e21
2.55
1.40
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0010
.77
240.
0027
.27
48.9
356
.82
3.81
0.00
9.45
0.85
2,07
6.25
1985 No Project
Schem
e21
2.55
1.33
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0010
.23
0.00
27.2
748
.93
56.8
23.
620.
009.
450.
851,
835.
451986 No Project
Schem
e21
2.55
2.80
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0021
.53
0.00
27.2
748
.93
56.8
27.
620.
009.
450.
851,
852.
231987 No Project
Schem
e21
2.55
1.89
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0014
.53
0.00
27.2
748
.93
56.8
25.
150.
009.
450.
851,
841.
841989 No Project
Schem
e21
2.55
0.00
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
000.
000.
0027
.27
48.9
356
.82
0.00
0.00
9.45
0.85
1,82
0.28
1990 No Project
Schem
e21
2.55
0.07
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
000.
540.
0027
.27
48.9
356
.82
0.19
0.00
9.45
0.85
1,82
1.07
1991 No Project
Schem
e21
2.55
0.07
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
000.
540.
0027
.27
48.9
356
.82
0.19
0.00
9.45
0.85
1,82
1.07
1995 No Project
Schem
e21
2.55
0.07
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
000.
540.
0027
.27
48.9
356
.82
0.19
0.00
9.45
0.85
1,82
1.07
2001 No Project
Schem
e21
2.55
0.07
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
000.
540.
0027
.27
48.9
356
.82
0.19
0.00
9.45
0.85
1,82
1.07
1993 M
cKen
zie and
Partners ‐ Forestry
Partnership No. 1
212.
551.
120.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
8.61
0.00
27.2
748
.93
56.8
23.
050.
009.
450.
851,
833.
06
1994 Grimsey and
Associates ‐ Forestry
Partnership No. 1
212.
551.
330.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
10.2
30.
0027
.27
48.9
356
.82
3.62
0.00
9.45
0.85
1,83
5.45
1994 Grimsey and
Associates ‐ Forestry
Partnership No. 2
212.
551.
120.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
8.61
0.00
27.2
748
.93
56.8
23.
050.
009.
450.
851,
833.
06
1994 Grimsey and
Associates ‐ Forestry
Partnership No. 3
212.
551.
260.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
9.69
0.00
27.2
748
.93
56.8
23.
430.
009.
450.
851,
834.
65
1994 M
cKen
zie and
Partners ‐ Forestry
Partnership No. 2
212.
550.
840.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
6.46
0.00
27.2
748
.93
56.8
22.
290.
009.
450.
851,
829.
86
Willmott Forests ‐
Professional Investor
2001 Schem
e21
2.55
0.35
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
002.
690.
0027
.27
48.9
356
.82
0.95
0.00
9.45
0.85
1,82
4.27
Willmott Forests ‐
Professional Investor
2002 Schem
e21
2.55
0.28
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
002.
150.
0027
.27
48.9
356
.82
0.76
0.00
9.45
0.85
1,82
3.47
Willmott Forests ‐
Professional Investor
2003 Schem
e21
2.55
2.03
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0015
.61
0.00
27.2
748
.93
56.8
25.
530.
009.
450.
851,
843.
44Willmott Forests ‐
Professional Investor
2004 Schem
e21
2.55
5.04
224.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
38.7
60.
0027
.27
48.9
356
.82
13.7
20.
009.
450.
852,
101.
79
Willmott Forests ‐
Professional Investor
2006 Schem
e21
2.55
0.91
224.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
7.00
30.0
027
.27
48.9
356
.82
2.48
0.00
9.45
0.85
2,08
4.66
Sharp Reed Plantation
Project ‐ 1998
Inform
ation
Mem
orandum
212.
550.
140.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
1.08
0.00
27.2
748
.93
56.8
20.
380.
009.
450.
851,
821.
872005 BioForest
Wholesale Project No 2
212.
550.
700.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
5.38
0.00
27.2
748
.93
56.8
21.
910.
009.
450.
851,
828.
261991 Project ‐ 1989
Prospectus
212.
551.
330.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
10.2
30.
0027
.27
48.9
356
.82
3.62
111.
659.
450.
851,
947.
10
To
tal
Cra
ig C
rosb
ie -
Par
tner
Ben
Te
Wie
rik
- M
anag
erB
rid
get
te W
atso
n -
S
up
ervi
sor
Ro
ber
t G
old
-
An
alys
t 2
Mic
hae
l Car
mo
dy
- M
anag
er
Will
mo
tt F
ore
sts
Lim
ited
(A
CN
063
263
650
)(A
dm
inis
trat
ors
Ap
po
inte
d)
(Rec
eive
rs A
nd
Man
ager
s A
pp
oin
ted
) (“
WF
L”)
Tim
e al
loca
tio
n a
cro
ss s
chem
es f
or
the
per
iod
16
No
vem
ber
201
0 to
15
Dec
emb
er 2
010
Co
lin
Eg
an -
P
artn
er
Bar
ry
Wig
ht
- D
irec
tor
Les
Cu
llen
-
Dir
ecto
r
An
tho
ny
Nat
oli
- D
irec
tor
Gre
g
Qu
inn
-
Dir
ecto
r
Aar
on
F
inla
yso
n -
S
enio
r M
anag
er
Jaso
n L
on
t -
Su
per
viso
r
Eva
n
Wri
gh
t -
Sen
ior
An
alys
t 1
An
tho
ny
Dea
gu
e -
An
alys
t 1
Ch
ris
Tu
ng
-
Gra
du
ate
Sky
A
ust
in-
Mar
tin
-
PA
Sch
emes
Met
ho
d 1
Met
ho
d 2
Met
ho
d 3
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 3
Met
ho
d 1
Met
ho
d 3
Met
ho
d 2
Met
ho
d 3
Met
ho
d 1
Met
ho
d 1
Met
ho
d 1
Met
ho
d 2
Met
ho
d 3
Met
ho
d 1
Met
ho
d 1
To
tal
Cra
ig C
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ie -
Par
tner
Ben
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Wie
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anag
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S
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sor
Ro
ber
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1991 Project ‐ 1990
Prospectus
212.
551.
330.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
10.2
30.
0027
.27
48.9
356
.82
3.62
111.
659.
450.
851,
947.
101991 Project ‐ 1991
Prospectus
212.
551.
330.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
10.2
30.
0027
.27
48.9
356
.82
3.62
111.
659.
450.
851,
947.
10
1991 Project ‐ 1990
Inform
ation
Mem
orandum
212.
551.
330.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
10.2
30.
0027
.27
48.9
356
.82
3.62
111.
659.
450.
851,
947.
10
Willmott Forests 1995 ‐
1999 Project ‐ 1995
Prospectus
212.
559.
670.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
74.3
990
.00
27.2
748
.93
56.8
226
.34
0.00
9.45
0.85
2,02
0.67
Willmott Forests 1995 ‐
1999 Project ‐1996
Prospectus
212.
559.
670.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
74.3
915
0.00
27.2
748
.93
56.8
226
.34
0.00
9.45
0.85
2,08
0.67
Willmott Forests 1995 ‐
1999 Project ‐ 1997
Prospectus
212.
559.
670.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
74.3
915
0.00
27.2
748
.93
56.8
226
.34
0.00
9.45
0.85
2,08
0.67
Willmott Forests 1995 ‐
1999 Project ‐ 1998
Prospectus
212.
559.
670.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
74.3
912
0.00
27.2
748
.93
56.8
226
.34
0.00
9.45
0.85
2,05
0.67
Willmott Forests 1995 ‐
1999 Project ‐ 1999
Prospectus
212.
559.
670.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
0032
.25
0.00
74.3
990
.00
27.2
748
.93
56.8
226
.34
0.00
9.45
0.85
2,02
0.67
Project ‐ 1999
Prospectus
212.
5539
.46
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0030
3.65
0.00
27.2
748
.93
56.8
210
7.53
0.00
9.45
0.85
2,27
0.92
Project ‐ 2000
Prospectuses
212.
5539
.46
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0030
3.65
0.00
27.2
748
.93
56.8
210
7.53
0.00
9.45
0.85
2,27
0.92
Project ‐ 2001
Prospectus
212.
5539
.46
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0030
3.65
0.00
27.2
748
.93
56.8
210
7.53
0.00
9.45
0.85
2,27
0.92
Project ‐ 2002
Prospectus
212.
5539
.46
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0030
3.65
0.00
27.2
748
.93
56.8
210
7.53
0.00
9.45
0.85
2,27
0.92
Project ‐ 2003
Prospectus
212.
5539
.46
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0030
3.65
0.00
27.2
748
.93
56.8
210
7.53
0.00
9.45
0.85
2,27
0.92
Willmott Forests
Project ‐ 2004 PDS
212.
5539
.46
0.00
25.4
510
.45
432.
8210
.45
5.23
554.
0039
3.75
0.00
32.2
50.
0030
3.65
30.0
027
.27
48.9
356
.82
107.
530.
009.
450.
852,
300.
92Willmott Forests
Project ‐ 2006 PDS
212.
5539
.46
224.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
7523
1.00
32.2
50.
0030
3.65
30.0
027
.27
48.9
356
.82
107.
530.
009.
450.
852,
755.
92Willmott Forests
Project ‐ 2007 PDS
212.
5539
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280.
0025
.45
10.4
543
2.82
10.4
55.
2355
4.00
393.
750.
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1,71
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303.
650.
0027
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48.9
356
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107.
530.
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450.
854,
266.
92BioForest Dual Income
Project 2006 PDS
212.
552.
800.
0025
.45
10.4
543
2.82
10.4
55.
2355
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393.
750.
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21.5
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48.9
356
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7.62
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9.45
0.85
1,85
2.23
Timber and Biofuel
Project 2007 PDS
212.
5585
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25.4
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432.
8210
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5.23
554.
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3.75
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9.92
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48.9
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233.
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65
Willmott Forests
Premium Forestry
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212.
5510
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616.
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10.4
543
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10.4
55.
2355
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393.
750.
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770.
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27.2
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56.8
227
2.47
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9.45
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4,23
9.69
Willmott Forests
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212.
5527
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336.
0025
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10.4
543
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10.4
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2355
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393.
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213.
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27.2
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56.8
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2.62
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212.
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1,41
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1,71
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4,74
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2,55
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1,20
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2,15
2.80
2,50
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1,67
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446.
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.30
ME
TH
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1:
Eq
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ap
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nm
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acro
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D 2
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ach
sch
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ME
TH
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3:
Ap
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