Following an ASIC Investigation, former directors of ASX-listed Continental Coal Limited (in Liquidation) (Continental Coal), Peter Neil Landau and Dr Ashley Paul D’Sylva, and company secretary, Jane Rosemary Flegg, have each been charged with breaching their duties as officers of the company.  ASIC alleges that:

• On two occasions in February 2014, Mr Landau, Dr D’Sylva, and Ms Flegg used their positions dishonestly by authorising the transfer of a total of $915,000 to Celtic Capital Pty Ltd from Continental Coal’s account; and
• On a further 11 occasions between March and October 2014, Mr Landau and Ms Flegg used their positions dishonestly by authorising the transfer of a total of $2,132,000 to Mr Landau’s private company, OKAP Ventures Pty Ltd from Continental Coal’s account. 

Mr Landau and Ms Flegg have also been charged with four counts of giving false information to the ASX and two counts of lodging a false document with ASIC.

Mr Landau, Dr D’Sylva and Ms Flegg appeared today in the Perth Magistrates Court on these charges, which were listed for first mention along with further charges laid earlier this year, against Mr Landau and Ms Flegg (refer: 20-061MR, Citation Resources director and OKAP Ventures company secretary charged with stealing and forgery). Those previous charges relate to another ASX-listed company Citation Resources Limited (Citation), of which Mr Landau is also a former director, and involve:

• 61 counts of stealing a total of over $2.2 million from Citation;
• One count of forgery; and
• One count of uttering a forged document.

The matter is being prosecuted by the Commonwealth Director of Public Prosecutions.

Background

Continental Coal was a Perth-based mining and exploration company listed on the ASX with mining assets in South Africa held via a 74% shareholding that it had in a South African-registered entity, Continental Coal Limited South Africa (CCLSA).

In February 2014 Continental Coal raised $5 million in bridging finance through the issue of convertible notes to investors.

On 29 August 2014, Continental Coal released a prospectus for a rights issue, seeking to raise up to $35,176,172 from shareholders. On 27 November 2014 the company released a supplementary prospectus for the rights issue, stating that it had agreed to sell its holding in CCLSA to a third-party and was offering its shareholders a right to withdraw from the rights Issue.  The sale to the third party did not eventuate and in May 2016, following an application by ASIC, the Federal Court ordered that the company be wound up.

The charges against Mr Landau and Ms Flegg relate to the alleged misuse of the bridging finance received from investors as well as the monies received from applicants for shares in the rights issue.  The charges against Dr D’Sylva relate to the alleged misuse of the bridging finance money only.

Editor's note:

On 28 August 2020, the Perth Magistrates Court granted bail to Mr Landau, Ms Flegg and Dr D’Sylva and listed the matters for further mention on 20 November 2020.

Editor's note 2:

Mr Landau, Ms Flegg and Dr D’Sylva were before the Perth Magistrates Court on 20 November 2020 for mention. The matters were adjourned (by consent) for mention to 15 January 2021 with bail for each of the accussed renewed in the same terms.

Editor's note 3:

The matter has been listed for a further mention on 12 March 2021.

Editor's note 4:

The matter has been listed for mention on 9 June 2021 with bail for each of the accused renewed on the same terms and conditions.

Editor's note 5:

Mr Landau, Ms Flegg and Dr D’Sylva appeared in the Stirling Gardens Magistrates Court on 9 June 2021 for mention. The matters have been listed for committal mention on 25 August 2021, with bail for each of the accused renewed on the same terms and conditions.

Editor's note 6:

The matters of Mr Landau, Ms Flegg and Dr D’Sylva were adjourned to 13 October 2021 for committal mention before the Stirling Gardens Magistrates Court.

Editor's note 7:

The matters for Mr Landau and Ms Flegg have been adjourned (by consent) to a committal mention on 10 November 2021 and the matter for Dr D’Sylva has been adjourned (by consent) to  a committal mention on 8 December 2021.

Editor's note 8:

ASIC wishes to notify the public that the Asset Preservation Orders against Ms Flegg (refer: 16-233MR) may be discharged. Further information is available here.

Editor's note 9:

The matters for Mr Landau, Ms Flegg and Dr D’Sylva have been adjourned (by consent) to  a committal mention on 8 December 2021.

Editor's note 10:

The matters have been adjourned to 2 March 2022.

Editor's note 11:

The matters for Mr Landau, Ms Flegg and Dr D’Sylva have been adjourned to a committal mention on 13 April 2022, with bail for each of the accused renewed on the same terms and conditions.

Editor's note 12: 

The matters for Mr Landau, Ms Flegg and Dr D’Sylva have been adjourned to a committal mention on 8 June 2022, with bail for each of the accused renewed on the same terms and conditions.

Editor's note 13:

On 8 June 2022, Mr Landau and Dr D’Sylva appeared today in the Stirling Gardens Magistrates Court. Ms Flegg was excused from appearing. The matters have been adjourned to a committal mention on 6 July 2022, with bail for Mr Landau and Ms Flegg renewed on the same terms and conditions, other than minor administrative amendments. Dr D’Sylva’s bail conditions were amended to allow Dr D’Sylva to apply for a new passport. A further application to amend bail conditions will be heard on 6 July 2022.

Editor's note 14:

The matters for Mr Landau and Ms Flegg have been adjourned to a committal mention on 3 August 2022 and Dr D’Sylva’s matter adjourned to 14 September 2022 with bail for each of the accused renewed on the same terms and conditions.

Editor's note 15:

The matters for Mr Landau and Ms Flegg have been adjourned to a committal mention on 17 August 2022, with bail for Mr Landau and Ms Flegg renewed on the same terms and conditions.

Editor's note 16:

On 17 August 2022, Mr Landau pleaded guilty to nine charges (22-224MR).

Ms Flegg's matter has been adjourned to 14 September 2022.

Editor's note 17:

Ms Flegg and Dr D’Sylva’s matters were adjourned to 12 October 2022 with bail for each of the accused renewed on the same terms and conditions. 

Editor's note 18:

Dr D’Sylva’s matter was adjourned to 9 November 2022 and Ms Fleggs’s matter adjourned to 7 December 2022 with bail for each of the accused renewed on the same terms and conditions.

Editor's note 19:

Dr D'Sylva's matter was adjourned to 7 December 2022 with terms of bail renewed on the same conditions.

Editor's note 20: 

On 7 December 2022, Dr D'Sylva's matter was adjourned until 21 December 2022.

Ms Flegg pleaded not guilty to the charges and her matter has now been committed to the Supreme Court of Western Australia for trial. The matter is programmed for a first appearance on 20 February 2023.

Editor's note 21:

On 21 December 2022, Dr D'Sylva pleaded guilty in the Stirling Gardens Magistrates Court to one charge of recklessly failing to exercise his powers for a proper purpose while a company director of former ASX-listed company, Continental Coal Limited (in Liquidation) (refer: 22-374MR). He will be sentenced in the Supreme Court of Western Australia at 10:00am on 19 May 2023.

Ms Flegg's matter will next be held in the Supreme Court of Western for Voluntary Criminal Case Conferencing on 14 June 2023 at 9am. The trial is currently scheduled to run from 5 February 2024 to 11 March 2024.

Editor's note 22:

Ms Flegg’s matter has been listed for a status conference in the Supreme Court of Western Australia on 20 July 2023 and Voluntary Case Conferencing on 21 September 2023. Ms Flegg’s trial remains listed to commence 5 February 2024.