Takeovers panel declines Mayfield Childcare application, refers matter to ASIC

The Takeovers Panel has declined to declare unacceptable circumstances in response to an application from Mayfield Childcare Limited (ASX: MFD), instead referring aspects of the matter to the Australian Securities and Investments Commission (ASIC) for further investigation.

Mayfield, which operates early childhood education and care services across Australia, lodged the application on 2 June 2025, alleging that a group of shareholders holding at least 43 per cent of its shares were acting in association a relationship not disclosed as required by law. The allegations came ahead of Mayfield’s annual general meeting, which includes resolutions on board composition.

The Panel noted the application was submitted more than two months after the alleged circumstances occurred. Under section 657C(3)(a) of the Corporations Act 2001 (Cth), applications must generally be lodged within two months. After reviewing the circumstances, the Panel declined to extend the deadline under section 657C(3)(b).

While no declaration was made, the Panel referred potential breaches of section 606 (prohibition on acquiring over 20 per cent of voting power without a takeover bid) and the substantial holding notice provisions to ASIC.

The Panel concluded that making a declaration would not be in the public interest.

Mayfield has not provided further comment.