Forterra Trust (formerly: Treasury China Trust)

[Boon]

Very worrying developments since the above post, its quite likely that KBC and NAMA will take action to recover any monies that undervalue the transfer of ownership of the management entity. Treasury Holdings is now defunct and is in the control of liquidators Grant Thornton, and Mr Justice Brian McGovern said there appears to be “a significant issue” that the sale of shares in two Treasury-linked Chinese companies to Jersey-registered company controlled by Treasury co-founder Richard Barrett was “at a significant undervalue” and it seemed to him they were matters for the joint liquidators appointed to wind up the company, as well as for the Director of Corporate Enforcement, the judge said.

1) TCT is a registered business trust governed by the Business Trusts Act of Singapore.
2) THRE is the Trustee Manager of TCT.
3) TCT is owned by its unitholders and not by THRE. As Trustee-Manager of TCT, THRE holds the assets of TCT on trust for, and for the benefit of, all the unitholders. TCT currently owns and operates the properties of TCT, through a number of project companies in the People’s Republic of China (the “Project Companies”) which in turn are held through a number of intermediate holding companies. Any change of shareholders or shareholding interest in THRE, the Trustee-Manager, will not affect the ownership by unitholders of TCT and its assets. The properties of TCT, including the intermediate holding companies and Project Companies, are solvent and are in compliance with their debt covenants; None of TCT, its intermediate holding companies or the Project Companies has entered into any loans or provided any guarantees to Treasury Holdings or its subsidiaries.
4) THRE is owned by Treasury Holdings China Limited (THCL), a wholly owned subsidiary of Treasury Holdings, which in turn is owned jointly by Richard Barrett and John Ronan.
5) THCL has disposed of the entire issued share capital of THRE to Oriental Management Services Limited, a private company incorporated in Jersey and beneficially owned by Richard Barrett, joint owner of Treasury Holdings. Following the completion of the acquisition, Treasury Holdings shall have no interest, direct or indirect, in the Trustee-Manager. Also Treasury Holdings has no interest in the Units of TCT.
6) Treasury Holdings is in liquidation now.
7) Assuming in the worst case scenario that the liquidator is able to “undo” the sales of THRE from THCL to Oriental Management and subsequently manage to wind-up THRE, so be it. The liquidator could only go after the assets of THRE, but not TCT. In the event that the Trustee Manager had been wound-up, a new Trustee Manager could be appointed according the Business Trust Acts. This could well be better outcome, in my opinion. .

(Vested)