The former chairwoman of ABC Learning Centres says a verbal embargo on acquisitions was in place when director Martin Kemp urgently arranged for the childcare chain to purchase three of his own centres.
Kemp is on trial in the Brisbane District Court over allegations he abused his position as director when he rushed through the sale in early 2003.
The court heard Kemp received more than $3 million for the sale before the contract was finalised and he immediately used the money to pay personal debts.
Neither he nor ABC CEO Eddy Groves disclosed the interest in the sale to the board, the court heard.
Kemp denies the crown’s allegation that he acted improperly and has pleaded not guilty to two counts of breaching the Corporations Act.
He is charged with one count of dishonest use of a position as a company director and one count of failure to act in good faith as a company director.
Giving evidence under cross-examination on Tuesday, former ABC chairwoman and Brisbane lord mayor Sallyanne Atkinson conceded the board had not passed a resolution stating there was an embargo on all acquisitions.
However, she said the board had discussed the matter at length during a meeting in December 2007 and had verbally agreed they would not approve any further purchases.
“It was certainly understood by all present because there was a lot of talk about it,” she said.
The court was shown minutes from the meeting which noted the board agreed on a temporary embargo until financial reports were provided, which was completed in December 2007.
However, Ms Atkinson said they were “not necessarily the kind of financial reports” that were needed to lift any embargo.
The trial continues.
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