ASIC has applied to the New South Wales Supreme Court for the appointment of provisional liquidators to Semantic Software Asia Pacific Limited (Semantic).

In particular, ASIC alleges that Semantic, an artificial intelligence development company based in North Sydney:

- has failed to lodge financial statements with ASIC, failed to hold annual general meetings and failed to keep accurate financial records and minute books;

- is insolvent or likely to become insolvent; and

- has issued shares without compliance with the Act and has issued shares to investors with a share buy-back guarantee in circumstances where the company did not have sufficient funds to meet that obligation.

ASIC seeks through its application:

- the appointment of provisional liquidators to Semantic;

- orders requiring the provisional liquidators to provide a detailed report to the Court and ASIC that sets out, among other things, Semantic’s financial position so the Court can consider whether it ultimately ought to make orders to wind up the company;

- orders preserving Semantic’s assets; and

- orders restraining Semantic, a director and a former director of Semantic, from receiving or soliciting funds from investors and from advertising, promoting or marketing fundraising for Semantic.

ASIC’s application has been listed for an initial hearing in the New South Wales Supreme Court in Sydney on Monday, 28 June 2021.

ASIC’s investigation into Semantic is continuing. Any person who is concerned they have invested with Semantic can contact ASIC via email at semantic.investor@asic.gov.au.

Editor's note 1:

At a hearing on 28 June 2021, ASIC obtained interim orders preserving Semantic’s assets and orders restraining Semantic, director Mr Duncan Mount and former director Mr Mark Bradley from receiving or soliciting funds from investors and from advertising, promoting or marketing fundraising for Semantic. These orders continue until further order.

The hearing for the appointment of a provisional liquidator is listed for hearing on 21 July 2021 with an estimated one day hearing.