The corporate regulator’s criminal case against Jenny Hutson, a former chair of Gold Coast-based childcare centre operator G8 Education (ASX: GEM), has spectacularly collapsed just a month after she was scheduled to go to trial in the District Court.

Hutson, a former corporate lawyer who founded investment group Wellington Capital, had been facing 29 charges for the past seven years, stemming from a bungled $183 million hostile takeover bid in 2015 for rival childcare centre group Affinity Education Group.

A brief statement from the Australian Securities and Investments Commission (ASIC) today says that all the charges brought by the Commonwealth Director of Public Prosecutions against Hutson in 2018 have been “discontinued”.

“The CDPP conducted a further review of the matter and determined that the charges against Ms Hutson should be discontinued,” says ASIC.

ASIC has offered no reasons for the charges being dropped.

Hutson had been facing 29 charges including one count of dishonestly failing to exercise her powers and discharge her duties as a director, and two counts of dishonest use of her position as a director.

She also faced a further 10 charges of giving of false or misleading information to an operator of a financial market and two counts of attempting to pervert the course of justice.

An additional 15 charges of giving false or misleading information under section 64 of the ASIC Act were also levelled, with each of the charges carrying varying prison terms. Hudson had been scheduled to appear in Brisbane's District Court on 12 February this year for a lengthy trial.   

Hutson found herself in hot water in the aftermath of G8 Education’s proposed takeover bid for the then ASX-listed Affinity which was announced to the market in mid-2015. The company at the time had acquired shares in Affinity that took it to just under the 20 per cent takeover threshold.

Around this time, Brisbane-based Taxonomy and Tasmania-based West Bridge Holdings had acquired a combined 21.8 million shares in Affinity, worth about $10 million, before G8 had even lodged its bidder's statement. 

The matter came to a head when the Takeovers Panel found an undisclosed association between G8 Education and West Bridge in the acquisition of Affinity shares.

Taxonomy had been a shareholder in former listed childcare operator Early Learning Services, a company that Hutson chaired and which later merged with Payce Childcare to become G8 Education.

G8 Education held just under 20 per cent of Affinity’s shares, just below the takeover threshold, at the time of the share acquisition by Taxonomy and West Bridge. Under takeovers law, a person may not acquire an interest of more than 20 per cent in a company unless it makes a takeover bid to all shareholders.

While G8 Education later increased its original offer for the then ASX-listed Affinity from $162 million to $183 million, the bid was rejected by Affinity in favour of a rival offer from Anchorage Capital Partners of $208.3 million.

By then, G8 Education had a 24.48 per cent interest in Affinity. But on 5 October 2015, the Takeovers Panel ultimately declared unacceptable circumstances in relation to the takeover bid and G8 sold its stake in Affinity to Anchorage.

However, the findings of the Takeovers Panel prompted an investigation by ASIC into the behaviour and activities of the key players involved.

Hutson become chair of G8 Education in 2010 and two years earlier had built a high public profile during her successful bid to wrest control of failed Gold Coast investment manager MFS Ltd’s Premium Income Fund.

She resigned as chair of G8 Education on 15 October 2015 in the wake of the failed takeover bid.

Help us deliver quality journalism to you.As a free and independent news site providing daily updates during a period of unprecedented challenges for businesses everywherewe call on your support