Prosperity Legal’s Managing Partner, Chris Burrell, has led the legal team that has advised Fortis Mining on the transaction, with support from fellow PL team members and Kazakhstan law firm, Linkage & Mind.

Prosperity Legal’s involvement in this transaction follows on from its role in assisting Fortis to secure the recently announced AUD60 million equity facility raising with international investment fund, Global Emerging Markets (GEM).

Managing Partner, Chris Burrell, said today “This transaction marks another milestone in our relationship with Fortis Mining, for which we have provided legal support on a range of strategically significant transactions since Fortis first listed in December 2010. As legal advisers, it is rewarding to work alongside Fortis’ management team and bring this latest deal to market, especially when it will reposition Fortis as one of the world’s major players in the potash field.”

Prosperity Legal will continue to assist Fortis Mining to complete the transaction, which will include assisting Fortis to raise the working capital necessary to complete the transaction.

The first deal, announced last week, was for the placement of 6,000,000 shares at $0.40 per share, raising a total of $2.4 million in new capital.  At the time of the placement, this was a 33% premium on the trading share price.  PL prepared the share placement agreement.

The second deal, which was announced today, was the securing of a $10 million equity facility with global financial fund, Global Emerging Markets (GEM).

Managing Partner Chris Burrell, who has lead the PL team in both transactions, was instrumental in the negotiation and documentation of the various transaction documents and PL has been engaged to finalise the terms of the definitive equity facility documents for the second deal over the coming weeks.

Prosperity Legal is pleased to have been able to assist Fortis in achieve these goals.  The success of these goals has been seen in the movement of the share price, which closed today at $0.83 per share, a rise of over $0.50 per share in the past 7 days of trading.

Introduction

From 1 January 2011, eligible parents and carer’s will be entitled to 18 weeks paid parental leave at the national minimum wage, which is currently $ 569.90 per week. Employers should act now to ensure they have systems in place to give effect to the paid parental leave scheme.    The Paid Parental Leave Act 2010 (Cth) commenced operation on 1 October 2010.

In summary, a person must meet the following requirements to be eligible for paid parental leave:

1. Must be the child’s primary carer:  Only one person can be a child’s primary carer on a particular day.  The 18 weeks paid parental leave can be shared.

2. Must satisfy the work test: Must have worked at least 330 hours in previous 10 out of 13 months. Must have performed enough paid work or taken enough paid leave in a particular period before the day on which child is born or day person becomes the primary carer.

3. Must satisfy the income test: The employee’s taxable income must not be more than $ 150,000.  (Note: this will be adjusted from 30 June 2012)

4. Must satisfy the Australian residency test: Employers should note that in addition to an Australian resident, the residency test can also be satisfied by special category visa holders and/or a holder of a visa under the Social Security Act (extra criteria – see section 45).

5. Must not have returned to work: This means that the employee must not have returned to work by performing one hour or more paid work other than for a permissible purpose. A permissible purpose includes 10 keeping in touch days (but cannot be within 14 days after the child is born).  (Note: Other provisions for self-employed)

6. Must not be entitled to the baby bonus: The employee or the employee’s partner (or former partner) must not be entitled to the baby bonus.

Administration of the PPL Scheme

Employees will be required to apply for paid parental leave through the Family Assistance Office (FAO) and can do so up to three months before the expected birth date.

The Scheme imposes a number of administrative obligations on employers. For example, employes will need to

• provide required details to the FAO such as the employer’s bank account details and the employee’s pay cycle details, and notify the FAO if these details change;
• provide paid parental leave in accordance with the employee’s normal pay cycle;
• withhold tax under the usual PAYG withholding arrangements and include parental leave pay in the total amounts on the employee’s annual and part-year payment summary;
• provide the employee with a record of their payment, for example, through a payslip;
• keep written financial records of funds received from the FAO and of the payment provided to an employee;
• notify the FAO if/when an employee returns to work or if/when an employee is no longer engaged with the employer;
• if the employer has been advanced an incorrect funding amount, or if they are unable to provide the payment to the employee; and
• in advance, if they are ceasing to trade, selling the business, transferring ownership or merging with another business; and
• return any unpaid funds to the FAO.

Under the Scheme, funds for paid parental leave will be provided to the employer by the FAO and employers will not have to provide paid parental leave until they have received sufficient funding.

Further information

For further information about how the new PPL Scheme will work, a booklet has been published by the Family Assistance Office, a copy of which can be accessed by clicking here.

PL provided all legal advice and support to the Board during this process, including the negotiation and drafting of documents related to the rights issue and the underwriting providing by Smart Capital Pty Ltd.

Managing Partner, Chris Burrell, was the lead partner involved in this transaction.

Chris Burrell, Managing Partner has lead the team in this acquisition and has been at the forefront of negotiating the initial terms leading to the execution of the Heads of Agreement yesterday.

PL has been engaged to advise the Board on the legal due diligence process and will be responsible for negotiating the definitive share sale agreement.