EXCLUSIVE
The identity of Australia’s second biggest single political “donor” in 2021-22 remains officially hidden with the illegal company structure used to mask the payments still in place — and the corporate regulator is now inexplicably refusing to act.
A Perth registered shell company called Hadley Holdings gave $1.025 million to anti-Indigenous Voice campaign group Advance in November 2022.
The payments make the company by far the biggest funder of Advance in the financial year — more than double the next biggest donor — as well as Australia’s second biggest single political donor in the period.
The directors (as opposed to owners) of Hadley Holdings are little-known 95-year-old retired Perth businessman Brian Anderson and Perth accountant Lena Hilton.
Hilton, who owns accounting firm Hilton Partners, has repeatedly refused to respond when asked about the payments and the illegal ownership structure of Hadley Holdings.
“ASIC is inexplicably refusing to act”
Anderson told the media in early February that he is the source of the donations, or at least some of the donations, but he has provided no evidence and has not said who the owner of Hadley Holdings is.
He did not respond to multiple requests for comment.
Advance ran a campaign against the Voice claiming it was “divisive” – while actively running a campaign of division. Source: Advance
The 2022-23 annual donation disclosure return for Advance was released as part of the AEC’s annual data dump on February 1.
Anderson was quoted by The Australian and the Australian Financial Review the day after that he was the source of the payments, or at least some of the payments.
Shortly after, The Klaxon exclusively revealed the actual owner of Hadley Holdings was hidden from the public — and that the ownership structure being used to mask its ownership was illegal.
It can now be revealed that not only is that illegal company ownership structure still in place, but the corporate regulator the Australian Securities and Investments Commission (ASIC) — which almost three months ago indicated the matter had been escalated — is now refusing to act.
Hadley Holdings Pty Ltd has told the AEC it made one donation to Advance of $25,000 on November 3, 2022 ; with another donation of exactly “$1,000,000.00” four weeks later, on November 28, 2022.
The “ultimate owner” of Hadley Holdings is another Perth registered shell company, called Yardia Pty Ltd.
ASIC filings show Yardia — illegally — “owns” itself.
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The ownership structure behind the donations. Source: ASIC, AEC. Graphic: The Klaxon
Hadley Holdings Pty Ltd is 100% “owned” by Anderson Nominees Pty Limited which is 100% “owned” by Yardia Pty Ltd.
There are four shares in Yardia Pty Ltd, each with a stated value of $1 – and each owned by “Yardia Pty Ltd”.
The Klaxon alerted ASIC to this irregularity on February 3, more than three-and-a-half months ago.
On February 7 ASIC spokeswoman Angela Friend said the regulator was looking into the matter.
There were “some very limited circumstances” in which a company can legally own shares in itself, under sections 259a and 259b of the Corporations Act.
“However those acquired under 259a must be cancelled immediately after the transfer and ASIC notified…and those acquired under 259b have 12 months to cease the shares,” Friend wrote.
Neither of those exceptions applies. Even if Yardia Pty Ltd met the “very limited circumstances”, it has owned the shares in itself since 30 June, 2021 – almost three years ago.
The shares were not “cancelled immediately”; while 12 months after 30 June, 2021 was 30 June 2022.
The legislation states: “If, at the end of the 12 months (or extended period), the company still holds any of the shares (or units of shares), the company commits an offence for each day while that situation continues”.
June 30, 2022 was over 600 days ago.
Lena Hilton and Brian Anderson. Source: Facebook
On February 28, we asked for responses directly from ASIC chair Jo Longo.
On February 29, ASIC indicated the matter had been substantially escalated, with the media unit stating the information regarding Yardia had been “forwarded to the appropriate teams internally for due consideration”.
Since then no action has been taken to rectify the illegal ownership structure.
The Klaxon has repeatedly sought answers from ASIC, including Monday last week, but our requests have been consistently ignored.
As well as being illegal, the company structure used to make the $1.025m payments to Advance is highly complex, and exploits a notorious Australian regulatory black hole, making it impossible to verify the true source, or sources of the money.
As stated above, Hadley Holdings Pty Ltd is 100% “owned” by Anderson Nominees Pty Ltd, which is 100% “owned” by Yardia Pty Ltd (which illegally “owns” itself).
Yet in each case the shares are “not beneficially” held by each entity. The “beneficial” — i.e. actual — owner or owners in each case is not stated.
And there is no way of finding out because unlike many countries Australia has no “beneficial owners” register — meaning the actual ownership of any company in the country can be hidden.
The Australian Electoral Commission (AEC) has told The Klaxon it doesn’t know the identity of the “beneficial”, and so actual, owner of Hadley Holdings Pty Ltd.
“(Our role) includes publishing disclosure data that is provided to us,” said an AEC spokesperson.
“These questions are outside of our remit as the AEC”.
Anderson was quoted by The Australian and the Australian Financial Review in early February that he was the source of the payments, or at least some of the payments.
Yet some of the claims don’t add up.
Anderson told the Australian Financial Review he gave money to Advance because “I wanted to support two of the Indigenous proponents (of the No campaign) Jacinta Price and Warren Mundine”.
Yet the $1.025m payments were in November 2022 — which was months before either Price or Mundine joined Advance’s No campaign. (Price joined in February 2023 and Mundine, who along with Price had been part of a different group, “Recognise a Better Way”, joined in May 2023).
2022:
Nov 1 – Hadley Holdings $25,000 donation to Advance
Nov 28 — Hadley Holdings $1m donation to Advance
2023:
Feb 12 — Price joins Advance
May 10 — Mundine joins Advance
Oct 14 — Voice referendum
Nothing Anderson is quoted as saying is inconsistent with him having made a small portion of the payments. Such as, for example, the $25,000 payment but not the $1,000,000 payment, four weeks later.
Anderson told the AFR on February 2nd: “I’m a self-made retired businessman; any of the money I donated I made myself – it was my money, nobody else’s – and I did it as a matter of principle.”
Advance, a “right wing” political lobby group created in 2018, ran the campaign against the Indigenous Voice via a murky network of at least six interconnected entities.
As previously revealed, none of the entities had a telephone number, two of Advance’s three directors filed fake residential addresses with regulators, and the entire operation was “based” at a fake national headquarters in Canberra’s CBD.
In its campaign against the Voice, Advance claimed it was a “grassroots” movement of “ordinary Australians”, campaigned against the “woke” and the “inner-city elite”, and used campaign images depicting hardworking blue-collar workers.
It was in fact bankrolled by a small group of extremely wealthy individuals.
Do you know more? anthonyklan@protonmail.com
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