SEYMOUR and Australian Securities and Investments Commission

This matter concerned an appeal by Mr Seymour against decisions made by the Australian Securities and Investments Commission (ASIC) to issue a banning order and a disqualification order. The dispute arose from Mr Seymour's conduct as a director of a residential property development company, which involved irregularities in financial reporting and disclosures, including misleading or deceptive conduct and a failure to comply with specific benchmarks related to loan arrears and valuations. The case was heard by Mr P W Taylor SC, Senior Member.

The court was required to determine whether Mr Seymour's conduct warranted the imposition of a banning order and a disqualification order. Specifically, the court had to assess the materiality of certain loan defaults, Mr Seymour's knowledge and understanding of that materiality, and whether his involvement constituted knowing participation in contraventions of the *Corporations Act 2001* (Cth). The court also needed to consider the discretion to exercise the powers to issue banning and disqualification orders, taking into account Mr Seymour's personal circumstances and the public interest.

The Senior Member found that Mr Seymour's conduct, particularly the exceptional treatment of a specific loan default and its exclusion from arrears reporting, was more than mere carelessness. While not deeming the strategy dishonest, the Senior Member concluded it was irresponsible and had the potential to misinform stakeholders and undermine confidence in the financial market. Consequently, a three-year ban period was deemed appropriate. Regarding the disqualification order under s 206F(1) of the *Corporations Act*, the court acknowledged that the liquidation of associated companies potentially satisfied the criteria. Applying principles from *Murdaca v ASIC* and *Australian Securities and Investments Commission v Forge*, the Senior Member considered the protective purpose of disqualification, which includes safeguarding those dealing with corporations and maintaining professional management standards in the public interest, as well as the importance of general deterrence.

The Senior Member affirmed the decision to issue a banning order for a period of three years. However, the decision to issue a disqualification order was set aside and substituted, indicating a different outcome for that specific order, though the precise nature of the substituted order is not detailed in the provided text.