Jennifer Joan Hutson, of Red Hill, Queensland, has been committed to stand trial on 29 charges after a committal hearing before the Brisbane Magistrates’ Court.

The charges were brought by ASIC following an investigation into a 2015 takeover bid by G8 Education Limited (G8 Education), of which Ms Hutson was the former chair, for ASX-listed Affinity Education Group Limited (Affinity) (18-088MR).

Ms Hutson has been charged with:

• one charge of dishonestly failing to exercise her powers and discharge her duties as a director under section 184(1) of the Corporations Act (maximum sentence of imprisonment of five years);
• two charges of dishonest use of her position as a director under section 184(2) of the Corporations Act (maximum sentence of imprisonment of five years);
• nine charges of authorising the giving of false or misleading information to an operator of a financial market (maximum sentence of imprisonment of 5 years);
• two charges of attempting to pervert the course of justice under section 43 of the Crimes Act (maximum sentence of imprisonment of ten years); and
• fifteen charges of giving false or misleading information under section 64 of the ASIC Act (maximum sentence of imprisonment of two years).

ASIC’s investigation included enquiries into alleged undisclosed arrangements between G8 Education and West Bridge Holdings Pty Ltd (West Bridge) for the acquisition of Affinity shares as part of the takeover bid.

The charges relate to Ms Hutson’s involvement in West Bridge’s acquisition of Affinity shares, her giving false information to (and attempting to mislead) ASIC as part of its investigation. Charges also include Ms Hutson’s use of G8 Education funds, totalling $928,500, to acquire shares in ANZ Bank for Crossborder Investments Pty Ltd, a company which Ms Hutson is a director.

Ms Hutson’s trial will be heard before the Queensland District Court at Brisbane on a date to be fixed.

The matter is being prosecuted by the Commonwealth Director of Public Prosecutions after a referral from ASIC.

Background

G8 Education is a childcare provider listed on the Australian Securities Exchange. Ms Hutson was a director and the chairperson of G8 Education until 15 October 2015.

In July 2015, G8 Education announced a takeover bid for Affinity after acquiring shares in that company up to the takeover threshold. Following that announcement, West Bridge acquired 11,300,000 Affinity shares between 13 and 28 July 2015.

On 5 October 2015, the Takeovers Panel made a declaration of unacceptable circumstances in relation to G8’s takeover bid. As part of that declaration, the Panel found that there was an undisclosed association between G8 Education and West Bridge in the acquisition of Affinity shares.

Editor's note:

On 27 January 2021, two indictments containing 29 charges against Jennifer Hutson were filed before Judge Smith in the District Court of Queensland in Brisbane. The Court listed two pre-trial hearings to take place, on 6 and 7 September 2021 (2 day listing) and 27 September 2021 (5 day listing).  The matter was also listed for further mention on 29 October 2021.

Editor's note 2:

A pre-trial hearing was held on 6 and 7 September 2021 before his Honour Judge Williamson in the District Court of Queensland in Brisbane, following which the matter was adjourned. 

Editor's note 3:

A pre-trial hearing was held on 27 and 28 September 2021 before his Honour Judge Farr in the District Court of Queensland in Brisbane, following which the Court reserved its decision. The matter is listed for mention on 29 October 2021.

Editor's note 4:

On 27 October 2021, the mention originally listed for 29 October 2021 was adjourned to 10 December 2021.

Editor's note 5:

On 16 November 2021, His Honour Judge Farr QC dismissed the defendant’s application for a permanent stay of the charges against her. The matter is next listed for mention on 10 December 2021.

Editor's note 6:

On 10 December 2021, the matter was adjourned to 25 February 2022 for further mention.

Editor's note 7:

On 14 December 2021, the defendant filed an originating application with the Supreme Court of Queensland. The application is returnable before the Court on 3 February 2022

Editor's note 8:

On 3 February 2022, the Supreme Court of Queensland made various orders, including for the filing by ASIC of an application to set aside the defendant’s originating application. ASIC’s application will be heard by the Court on 31 March 2022.

Editor's note 9:

On 21 February 2022, the matter was administratively adjourned to 29 April 2022 for a further mention in the Brisbane District Court by the consent of the parties.

Editor's note 10: 

On 28 April 2022, the matter was administratively adjourned to 6 June 2022 for a further mention in the Brisbane District Court.

Editor's note 11:

On 29 April 2022, Justice Kelly dismissed ASIC’s application to set aside the defendant’s originating application filed in the Supreme Court of Queensland. The matter is next listed for mention on 24 May 2022.

Editor's note 12: 

On 24 May 2022, Justice Kelly listed the defendant’s originating application for hearing on 22 and 23 August 2022.

Editor's note 13:

On 6 June 2022, the matter was administratively adjourned to 5 September 2022 for a further mention.

Editor's note 14:

On 23 August 2022, following the hearing of the defendant’s originating application, Justice Crowley reserved his decision.

Editor's note 15:

On 5 September 2022, the matter was administratively adjourned by the District Court to 4 October 2022 for further mention.

Editor's note 16:

On 4 October 2022, the matter was adjourned by the District Court to 5 December 2022 for further mention.

Editor's note 17:

On 11 November 2022, Justice Crowley dismissed the defendant’s originating application.

Editor's note 18:

On 5 December 2022, the matter was listed for a three week trial commencing on 9 October 2023. Pre-trial hearings were listed for 11, 12 and 13 September 2023 and a trial review on 29 September 2023. The matter is listed for mention on 27 February 2023.

Editor's note 19:

On 9 December 2022, Ms Hutson filed an appeal against the orders of Justice Crowley made on 11 November 2022. The appeal is set to be heard by the Queensland Court of Appeal on 17 and 18 April 2023.

Editor's note 20:

On 24 February 2023, the matter was administratively adjourned to 28 April 2023 for a further mention in the Brisbane District Court.

Editor's note 21:

On 18 April 2023, following the hearing of the defendant’s appeal, the Queensland Court of Appeal reserved its decision.

Editor's note 22:

On 28 April 2023, the Court made orders relating to the evidence to be led at trial, and the matter was adjourned to 26 May 2023 for a further mention in the Brisbane District Court.

Editor's note 23:

On 20 June 2023, the matter was mentioned in the Brisbane District Court.

Editor's note 24:

On 22 August 2023, the Queensland Court of Appeal dismissed the defendant’s appeal. 

Editor's note 25:

On 25 September 2023, the Brisbane District Court listed the trial for six weeks commencing on 6 November 2023, with the pre-trial hearing listed on 16 and 17 October 2023.

Editor's note 26:

On 16 October 2023, the Brisbane District Court adjourned the trial and listed the matter for mention on 27 November 2023.

Editor's note 27:

At the mention on 28 November 2023 (adjourned from the previous day), the Court made various orders relating to the evidence to be led at trial. The Court also ordered that the matter be listed as follows: for five days of pre-trial argument commencing on 23 September 2024; for a trial review on 31 January 2025; and for a twelve-week trial commencing on 10 February 2025.

Editor’s note 28:

On 23-25 September 2024, a pre-trial hearing was held in the District Court of Queensland in Brisbane. The pre-trial hearing was adjourned to continue on 16-18 December 2024.