Mayfield Childcare Limited (ASX:MFD) has announced that the Takeovers Panel has declined to make a declaration of unacceptable circumstances following an application from Mayfield dated June 2, 2025. Mayfield Childcare is a company that operates childcare centres. The application related to alleged undisclosed associations between certain Mayfield shareholders, holding at least 43% of the company, some of whom participated in a share placement completed on January 3, 2025. The application was made in the context of an upcoming annual general meeting concerning resolutions about the board’s composition.
The Takeovers Panel considered that the application was not submitted within two months of when the alleged unacceptable circumstances occurred, as required by section 657C(3)(a). Consequently, the Panel determined the application was out of time. After considering relevant factors, the Panel decided not to extend the timeframe under section 657C(3)(b).
Despite declining to make a declaration, the Panel has referred potential breaches of section 606 and substantial holder provisions to the Australian Securities and Investments Commission (ASIC) for further investigation. Section 606 deals with the prohibition on acquisitions of relevant interests in voting shares above certain thresholds. The Panel has stated that declining to make a declaration of unacceptable circumstances is not against the public interest.
