Australian Fiduciaries Limited Group

SV Partners have created a website / portal relating to the AFL Group, which provides information such as the latest updates from the Liquidator and FAQs. Information provided in this FAQ is general in nature only and does not take into account the personal objective, financial situation or needs of any particular investor. If you are unsure of any information in this FAQ, you should obtain professional advice tailored to your personal circumstances. A link to the website is below:

Link: Australian Fiduciaries Limited Group – SV Partners

What was the outcome of the ASIC proceedings?

The Australian Securities and Investments Commission (ASIC) had commenced proceedings in the Federal Court of Australia (proceeding number QUD371/2025) against AFL and a number of related or associated entities seeking the appointment of court-appointed receivers and managers (Receivers) (amongst other things).

On 2 September 2025, Matthew Hudson (the Liquidator of the AFL Group) and Terry van der Velde (also of SV Partners) were appointed Receivers by the Court by consent over the six entities listed below:

• Education Fiduciaries Pty Ltd;
• Global Education Innovations;
• Nexus Files Developments Pty Ltd;
• Progressive Early Learning Education Centres Pty Ltd;
• The Possessed Pty Ltd; and
• Violett Production Pty Ltd.

At a subsequent hearing on 4 September 2025, Matthew Hudson and Terry van der Velde were appointed as Receivers by the Court over the additional two entities listed below:

• SRI Fiduciaries 2 Pty Ltd; and
• SRI Fiduciaries 3 Pty Ltd.

(collectively, “Receivership Entities”)

The Receivers are  required to investigate the financial dealings of the Receivership Entities and report their findings to the Court within 45 days of their appointment. Additionally, the Receivers have powers under the Act to secure and realise the assets of the Receivership Entities (amongst other things).

What entities has a Liquidator been appointed to?

Matthew Hudson and Terry van der Velde of SV Partners were appointed as Voluntary Administrators to 20 entities of the AFL Group on 4 July 2025 and to three additional entities of the AFL Group on 18 July 2025.

On 8 August 2025, at the second meeting of creditors, creditors resolved that 23 entities of the AFL Group be placed into Liquidation and Matthew Hudson (from SV Partners) be appointed sole Liquidator.

A list of the entities that are part of the AFL Group and those that Mr Hudson have been appointed to are listed in Schedule A.

Schedule A:

What was the outcome of the meeting of creditors on 8 August 2025?

At the second meeting of creditors on 8 August 2025, a resolution was put forward to place each of the entities of the AFL Group into Liquidation. No Deed of Company Arrangement, or other viable option regarding the future of the AFL Group, was proposed at the meeting. Accordingly, creditors unanimously resolved that the entities of the AFL Group be placed into Liquidation and Matthew Hudson be appointed sole Liquidator of the AFL Group of entities.

What is the role of the Liquidator?

The Liquidator will be responsible for winding up the affairs of the AFL Group, which includes realising assets, investigating the conduct of the directors and officers, and distributing any available funds to creditors in accordance with the Corporations Act 2001.

Liquidators have a broad range of statutory powers to pursue recovery actions, including initiating legal proceedings to recover assets, pursue insolvent trading claims, or void transactions that may be deemed unfair preferences or uncommercial.

Further information regarding the Liquidation process can be found on the Australian Securities and Investments Commission’s (ASIC) website here Liquidation: A guide for creditors | ASIC.

Are investors/unitholders creditors of the AFL?

A creditor is a party who has a claim against another party for an outstanding debt, which commonly arises for goods provided, services rendered, or monies loaned, in the ordinary course of dealings. A party may also have a claim as a creditor for such things as a breach of contract or other obligations and for damages caused. Different classes of creditors can exist in a winding up. This includes employees, secured and unsecured creditors. Such creditors are afforded different priorities in the winding up of a company.

From our preliminary investigations, investors were issued units in prescribed trusts, depending on the investors’ chosen investment strategy and/or Managed Investment Scheme (MIS), which said trusts were controlled by AFL (the trustee). These units granted a unitholding in favour of the investor formulaically proportional to each dollar invested.

In ordinary circumstances, unitholders of a trust (or members of a managed investment scheme) would not be creditors of the trustee company (or Responsible Entity). However, the Liquidator is considering whether all or certain amount of the investors may be creditors of AFL to the extent they may have a claim for losses or damages against AFL (including for a breach of its duties as Responsible Entity of the MIS or as trustee of unregistered management schemes). Irrespective, it is recognised that Investors are important stakeholders in the administration and the Liquidator is endeavouring to provide as much information as we can.

We expect to provide an update regarding the status of the AFL Group’s investors in our statutory report on 7 November 2025.

The ASIC information Sheet 43 (INFO 43) provides further information regarding insolvency for investors and shareholders. ASIC INFO 43 Sheet.

Can I obtain the annual statements to make my SMSF compliant?

The Liquidator is unable to provide financial information of the AFL Group, including annual statements, that have been prepared prior to the appointment of the Administrators. As investigations remain ongoing with respect to the affairs of the AFL Group, the Liquidator is unable to verify the accuracy or authenticity of any such information.

The Liquidator is investigating what information may be provided or what other options may be available to investors to ensure that individual investors’ SMSFs are compliant.

What happens next in the Liquidation?

The Voluntary Administrators have issued their second report to creditors dated 31 July 2025, which outlines the Voluntary Administrators’ investigations into the AFL Group.

The Liquidator will continue to investigate the affairs of the AFL Group and its officers and realise the remaining assets of the AFL Group for the benefit of creditors.

Additionally, the Liquidator has statutory powers that allow for further potential legal recoveries against officeholders (eg directors and former directors) where it can be established that there were breaches of duties (amongst other things) during the time of which they were an officeholder. The Liquidator’s office is liaising with ASIC regarding any potential legal recovery actions.

The Liquidator is statutorily required to issue a report to creditors within three months of appointment (ie by 7 November 2025). This report will provide an update on the asset realisations and the Liquidator’s investigations regarding potential legal actions. The Liquidator will endeavour to provide an estimate on any potential return to creditors and investors, including the quantum and timing of any distribution, in this report.

How long will the Liquidation take?

As it is early in the appointment, it is unknown how long the Liquidation may take. However, due to the complexity of the matter, including the involvement of multiple separate companies and trusts, potential legal actions, and a substantial volume of data requiring detailed analysis, it is anticipated that the liquidation may take over a year to complete. The Liquidator’s statutory report to creditors will provide particulars regarding the estimated timing of the Liquidation.

However, the Liquidation is a complex process, further complicated by the structure of the group of entities associated with the AFL Group and given the Liquidator’s appointment is not over all entities within the group. Additionally, any potential legal proceedings are expected to span both Australian and international jurisdictions. With the majority of known assets being illiquid in nature, recovery actions are anticipated to extend beyond a year.

How will the value of my holdings be determined during the administration?

The Liquidator cannot provide an update at this stage as to the potential current value of your units.

Where it will not compromise potential recoveries/investigation in doing so, the Liquidator will provide general updates as to investigations made and claims identified, together with estimated of potential returns, as the Administration progresses.

Whilst it is presently anticipated that there may a potential return to investors. However, as it appears the majority of assets owed by the AFL Group are illiquid in nature, and any potential legal recoveries available to the Liquidator are still being investigated, it is not guaranteed there will be a return to investors through the external administration process.

What amount or percentage of my investment can be recovered and what is the estimated timeframe for recovery?

It is currently too early to determine the likely amount or timing of any returns to investors. Several factors may impact any return including:

• the complexity of AFL Group structure;
• the value and realisation of recoverable assets;
• the equity held in real property owned by the AFL Group;
• whether there are other potential sources for recovery;
• potential recovery actions to be undertaken in overseas jurisdictions;
• the steps and costs required to effect recoveries;
• the general costs of the Administration;
• the Liquidator being without funding; and
• the quantum of any creditor claims and their respective ranking.

The Liquidator’s preliminary view is that the majority of the assets are illiquid in nature. As a result, it will take time to realise these assets and commercially assess any potential recoveries. Therefore, should any recoveries be made, a distribution to unitholders in 2025 is considered unlikely.

Can I transfer or withdraw my investment from the Funds, including on the grounds of hardship?

No. As at this date of this document, the overall financial position of each MIS is still being assessed. To treat all investors equally, investors are not able to transfer their funds or withdraw their investments from the MIS. All redemptions have been frozen as a result of the Liquidation. This includes redemption requests under hardship or special circumstances, such as those related to pension payments, life insurance premiums, or other special needs.

The majority of investor funds are allocated and invested across the individual MIS and their respective investments, the position and recoverability of which are still to be determined.

Any surplus monies identified through the course of the investigations will be distributed in accordance with the relevant MIS constitutions, the Corporations Act 2001 (Cth), and any orders of the Court where direction is required. Consequently, it may take some time before the MIS are fully realised and any distributions to investors can occur, although interim distributions may be made if circumstances permit.

Are you investigating the Directors’ and former Directors’ potential misconduct and / or assets?

An investigation has been undertaken and reported in the Voluntary Administrators’ second report to creditors dated 31 July 2025. The Liquidator will continue to investigate the affairs of the AFL Group, whereby updates to creditors and investors will be issued by way of further reports. Additionally, the Voluntary Administrators have provided ASIC a confidential report into their findings relating to any potential misconduct by the directors and former directors of the AFL Group.

The Liquidator is also required to provide another confidential report to ASIC relating to any potential misconduct by the directors and former directors of the AFL Group within six months of appointment.

Do I need to seek my own advice?

The Liquidator acts in the interests of all creditors as a collective. Subject to the respective priorities between creditors and investors, which the Liquidator is still considering, the Liquidator also acts in the interests of all investors as a collective.

You are entitled, and the Liquidator recommends, that you seek your own independent legal, accounting and financial advice to consider your individual circumstances. This will have to be at your own cost, however, details of financial support services are provided below.

The Liquidator’s actions and process is governed by the Corporations Act and subject to regulatory overview by ASIC. The Liquidator will continue to report to all stakeholders on the progress and outcome of the Administration in accordance with the Corporations Act.

Should I make a complaint with the Australian Financial Complaints Authority (AFCA)?

If you have concerns about the financial advice you received you may wish to consider lodging a complaint with the Australian Financial Complaints Authority (AFCA) against the relevant financial firm.

In circumstances where you have received advice from a financial advice firm, and the financial advice firm was in breach of its obligations, you may be able to claim for compensation through the Compensation Scheme of Last Resort (CLSR). Further information regarding eligibility can be found on AFCA’s website here: Compensation Scheme of Last Resort | Australian Financial Complaints Authority (AFCA).

You can lodge a complaint through the AFCA online portal, by emailing info@afca.org.au, or by calling 1800 931 678 (free call).

Additionally, the Liquidator’s office anticipates writing to particular investors individually where it is believed that investors may have rights to pursue compensation through the CLSR and to obtain legal advice regarding same.

Who pays for the Administration?

The Voluntary Administrator’s and Liquidators’ professional fees and expenses will generally be paid from the assets of the AFL Group and the MIS, including proceeds realised during the Administration or any external funding arrangements agreed upon by the Liquidator.

The Voluntary Administrators, subsequent Liquidator, and their staff charge professional fees based on the time spent on the Administration, with hourly rates reflecting each individual’s skill level and experience. In minimising overall fees, the Liquidator allocates tasks to different staff members based on their complexity and required skills and experience. Before these fees can be paid from the AFL Group of entities’ assets, the Liquidator must seek approval from either creditors or the Court.

Under the Act, the Voluntary Administrator’s and Liquidators’ fees rank in priority to claims of creditors in the AFL Group.

Neither ASIC nor the Government are responsible for funding the Voluntary Administrator’s and Liquidators’ fees and costs.

What information has ASIC provided?

ASIC has provided specific updates to investors in the lead up to the following appointment of the Voluntary Administrators and subsequent Liquidator.

ASIC’s updated can be found here: https://www.asic.gov.au/about-asic/asic-investigations-and-enforcement/enforcement-activities/australian-fiduciaries-ltd/

How will I be notified of updates?

We will upload updates regularly at Australian Fiduciaries Limited Group – SV Partners. We will also issue updates by letter via email or by post (where applicable).

If you are unable to access the reports or notices issued by the Liquidator via the above, you may request a copy by emailing AustralianFiduciaries@svp.com.au.

The Liquidator anticipates issuing further reports in addition to those required by the statutory framework.

Should I call SV Partners or AFL Group?

No. Telephoning will slow down the process. Please refer to the portal for regular updates.

What are the obligations of a Responsible Entity of a Managed Investment Scheme?

Under section 601FC of the Corporations Act 2001, a responsible entity (RE) of a registered managed investment scheme must act honestly, exercise care and diligence, and always act in the best interests of scheme members. These duties are designed to protect investors. Key obligations include:

• Act in the best interests of members: prioritising members’ interests over the RE’s own.
• Exercise care and diligence: managing the scheme responsibly and prudently.
• Comply with the scheme’s constitution: operating within the legal and structural framework.
• Maintain adequate risk and compliance systems: including a compliance committee if less than half the board is external.
• Provide clear and timely disclosures: keeping investors informed about risks, performance, and material changes.
• Ensure sufficient financial and operational resources: to manage the scheme effectively and meet obligations.

For more information regarding the obligations of a RE, please visit ASIC website.

Who do I contact if I need further support?

The Liquidator understands that the AFL Group Administration may cause financial hardship and distress for some investors, and will provide information and support to investors collectively and regarding individual claims when the distributions are possible.

If you need support, you are encouraged to seek your own individual advice from a lawyer, accountant or financial planner that takes into account your individual circumstances.

You can contact a free financial counsellor through the National Debt Helpline on 1800 007 007 or live chat at https://ndh.org.au/.

There are also a number of free professional services you can reach out to, including community legal centres who can provide free and confidential legal help. Find your closest legal centre at:

• QLD: https://www.communitylegalqld.org.au/find-legal-help/
• VIC: https://www.fclc.org.au/find_a_community_legal_centre
• NSW: https://findlegalhelp.clcnsw.org.au/
• WA: https://communitylegalwa.org.au/
• ACT: https://www.actlawsociety.asn.au/for-the-public/legal-help/community-legal-centres
• NT: https://www.legalaid.nt.gov.au/