ASIC has disqualified Adam Craig Baker of Port Macquarie, NSW, from managing corporations for the maximum period of five years due to his involvement in the failure of three companies.

Between January 2009 and June 2020 Mr Baker was the director of three companies which entered liquidation:

• Modulate Engineering Pty Ltd (ACN 618 591 512);
• Port Container Services Pty Ltd (ACN 167 338 552); and
• Port Containers Pty Ltd (ACN 134 846 790).

The companies operated businesses involved in the production, sale and logistics of shipping containers. 

ASIC found that Mr Baker showed a serious disregard for the law in the way he directed and managed these companies which included:

• failing to maintain adequate company records and ensure that Modulate Engineering and Port Containers complied with their statutory lodgement obligations;
• failing to ensure that the companies paid tax, workers compensation and superannuation;
• allowing the companies to trade whilst insolvent;
• allowing Port Containers and Port Container Services to loan funds to related parties with no benefit to these companies;
• being an officer of Modulate Engineering despite being disqualified from managing companies due to his bankruptcy; and
• abusing the corporate form when he transferred the business, but not the debts,  of the existing companies to new entities causing detriment of creditors.

At the time of ASIC’s decision, the three companies owed a combined total of $9,966,877 to unsecured creditors, including $2,782,083 owing to the Australian Taxation Office.

In disqualifying Mr Baker, ASIC relied on supplementary reports lodged by Timothy Heesh and Amanda Lott of TPH Advisory, liquidators of Modulate Engineering,  Stephen Hathway of Helm Advisory, liquidator of Port Containers and Daniel Quinn of SV Partners, liquidator of Port Container Services.

ASIC assisted Mr Heesh and Ms Lott to prepare their report by providing funding from the Assetless Administration Fund.

Mr Baker is disqualified from managing corporations until 12 September 2027.

Mr Baker has the right to seek a review of ASIC’s decision by the Administrative Appeals Tribunal.

Background

Section 206F of the Corporations Act allows ASIC to disqualify a person from managing corporations for a maximum period of five years if, within a seven year period, the person was an officer of two or more companies, and those companies were wound up and a liquidator provides a report to ASIC about each of the company’s inability to pay its debts.

ASIC maintains a banned and disqualified persons register that provides information about people who have been disqualified from:

• involvement in the management of a corporation;
• auditing self-managed superannuation funds (SMSFs); or
• practising in the financial services or credit industry.