SAJC--report of inquiry into suitability of close associates - Portellos ...

Independent Gambling Authority 

Inquiry into the suitability 

of certain close associates of the 

South Australian Jockey Club 

Report

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Inquiry into the suitability of certain close associates of the 


Report 

CONTENTS 

1. EXECUTIVE SUMMARY ................................... 1 

2. INTRODUCTION............................................... 2 

2.1 What this inquiry was about ....................... 2 

2.2 Statutory background—report of exercise 

of inquiry powers...................................... 3 

2.3 Racing club licensing arrangements and 

close associates ........................................ 4 

2.4 Legal issues ............................................. 6 

2.4.1 The test of “suitability”................. 6 

2.4.2 Rights of “interested” parties 

to make submissions ..................... 6 

3. EVENTS PRIOR TO MAY 2009 .......................... 7 

3.1 The 2008 elections and associated 

litigation ................................................. 7 

3.2 The Lipman Karas report ........................... 8 

3.3 The new election....................................... 9 

4. EXAMINATIONS............................................. 10 

4.1 About the examinations ........................... 10 

4.1.1 Method...................................... 10 

4.1.2 The three waves of 

examinations.............................. 12 

4.1.3 Process...................................... 12 

4.2 First round ............................................. 13 

4.2.1 Brenton Wilkinson ...................... 13 

4.2.2 John Naffine .............................. 15 

4.2.3 Peter Lewis................................ 21 

4.2.4 Bill Spear .................................. 23 

4.2.5 Sharon Forrester-Jones ................ 27 

4.2.6 Tony Newman ............................ 30 

4.2.7 David Peacock............................ 31 

4.2.8 Bob Robertson............................ 33 

4.2.9 Chris Sargent ............................. 34 

4.2.10 Ken Smith.................................. 36 

4.2.11 Steve Ploubidis .......................... 37 

4.2.12 Kerry O’Brien ............................ 41 

4.2.13 Harry Perks................................ 46 

4.3 Second round ......................................... 48 

4.3.1 Wayne Francis............................ 48 

4.3.2 Travis McLeay ........................... 49 

4.3.3 Peter Pedler ............................... 51 

4.3.4 Michael Beviss........................... 51 

4.3.5 Troy Gray .................................. 55 

4.5 Third round............................................ 57 

4.5.1 Con Raftopoulos......................... 57 

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Contents (continued) 

5. SUBMISSIONS BY INTERESTED PARTIES...... 59 

5.1 Process.................................................. 59 

5.2 Non-responding parties............................ 60 

5.3 Responding parties.................................. 60 

5.3.1 Mr Naffine................................. 60 

5.3.2 Mr McLeay ................................ 60 

6. FINDINGS....................................................... 61 

6.1 Suitability of the directors-elect ............... 61 

6.1.1 Generally................................... 61 

6.1.2 Sharon Forrester-Jones ................ 62 

6.1.3 Bill Spear .................................. 62 

6.1.4 Harry Perks................................ 62 

6.1.5 Kerry O’Brien ............................ 63 

6.2 Matters of corporate governance and 

related issues ......................................... 64 

6.2.1 Young SAJC member 

recruitment in 2008..................... 64 

6.2.2 The board and its governance 

performance ............................... 65 

6.2.3 Matters relating to the late Mr 

Le Poidevin ............................... 67 

6.2.4 Other matters ............................. 68 

7. CONCLUSIONS............................................... 69 

7.1 Approvals of the board members-elect....... 69 

7.2 Actions and recommendations concerning 

matters of corporate governance ............... 69 

GLOSSARY ............................................................. 71 

APPENDIX A........................................................... 72 

Appearances before the inquiry................. 72 

APPENDIX B........................................................... 74 

Coercive evidence gathering provisions 

of the Independent Gambling Authority 

Act........................................................ 74 

APPENDIX C........................................................... 78 

The Rob Gerard letter.............................. 78 

APPENDIX D........................................................... 79 

The Hi Maddie email ............................... 79 

APPENDIX E........................................................... 80 

Outcome of the 2008 ballot ...................... 80 

APPENDIX F ........................................................... 81 

Letter to the editor of the Advertiser, 22 

December 2008....................................... 81 

APPENDIX G .......................................................... 82 

Letters on behalf of Mr John Naffine, 8 

and 11 June 2010 .................................... 82 

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Contents (continued) 

APPENDIX H .......................................................... 85 

Letter from Mr McLeay, 8 June 2010......... 85 

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Report 

1. EXECUTIVE SUMMARY 

This report relates to an inquiry conducted by the Independent Gambling Authority 

into the suitability to hold office of the members of a new board for the South 

Australian Jockey Club elected in May 2009. 

That election and the circumstances which led to it were unarguably remarkable. They 

involved injunctions, court hearings, intrigue and significant media interest. In the 

context of the SAJC, they brought to a head a board level conflict which had been 

intense for at least 2 years, and a deeper set of tensions which had been running for 

longer. They also brought to an end the involvement in racing administration of a 

number of individuals who had been key players for a decade. 

These troubles brought with them a risk to the previous good repute of the SAJC as a 

long-standing social institution in the State of South Australia. 

The Authority became formally involved in these troubles because the SAJC holds a 

racing club licence for which the Authority is responsible and because the repute of 

the SAJC was a factor relevant to the continuing licensure of the racing controlling 

authority for horse racing, Thoroughbred Racing SA Limited. 

While it would be possible for the Authority to discharge its regulatory obligations in 

a short form report, the Authority has chosen to report comprehensively on the steps it 

took to understand the troubles and to explain, as best it can, what happened. After all 

the cost and distraction that has arisen, the Authority believes that the SAJC, its 2000- 

odd members, the broader racing and betting public and the State as a whole deserve 

that. 

This is a story of strong-willed men, with a clear idea of what they wanted, setting out 

to achieve what they wanted without too close a consideration of the niceties of their 

situation. As it turns out, on matters of genuine significance to racing—such as 

racecourse rationalisation and the development of a future for racing—there was 

much common agreement. It is a story of what happens when such men come into 

conflict with others who understand and believe in the formal rules of engagement 

under which organisations such as the SAJC are required by law to operate. It is a 

story of individuals of principle who were prepared to take risks to support their 

principles. 

Whatever the merits of the decisions made by the SAJC board in years preceding the 

2008 elections, there were significant problems of process. Its governing board was 

dysfunctional and was treated as a “rubber stamp” for decisions which were, in 

substance, made earlier and elsewhere. Its CEO was not properly supervised. This is 

the bad side of the story. 

There is a good side. The SAJC now has a functional board which appears to 

understand the rules of engagement much better. A poor situation has been corrected 

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Report 

principally through actions more or less voluntarily undertaken from within the 

industry through leadership shown by the racing controlling authority. While it is 

unfortunate for some that their roles in racing have ended earlier than they had hoped, 

the good news for racing is that lessons have been learned. It is also good for racing 

that no formal intervention by the institutions of the State was necessary to resolve the 

situation. 

As this report documents, what started as a potentially simple exercise of questioning 

the key players (including the new board members) with a view to approving a new 

board became an extended process as incidental matters became more significant. In 

the end, this lengthy process has yielded useful understandings and, in addition to 

approving the new board (formalised in May 2009), the Authority now has a sound 

basis for the regulatory process it will undertake and for recommendations to the 

Government. 

These findings and conclusions, and the facts on which they are based, are set out 

below. 

2. INTRODUCTION 

2.1 What this inquiry was about 

The Authority conducted this inquiry to allow it to have a proper evidence base for 

decisions about the suitability of the 9 members elected to the board of South 

Australian Jockey Club Inc, a racing club licensed by the Authority, at a special 

election held in April 2009. 

This election resulted from a “spill” of the board occasioned by the outcome of events 

arising from settlement of litigation between the SAJC and one of its board members, 

Bill Spear. On Mr Spear’s application, the Supreme Court of South Australia had 

injuncted the SAJC from announcing, at its 24 November 2008 annual general 

meeting, the results of the routine board elections for that year. 

In the hearings which followed the grant of the injunction, the Supreme Court heard 

allegations of irregularities in the recruitment of members to the SAJC in the second 

half of 2008 and in the manner in which those new members exercised their votes in 

the 2008 election. The matter was concluded by a settlement brokered by TRSA, the 

racing controlling authority for horse racing, under which the SAJC agreed to the 

commissioning of an independent report into the allegations of irregularities and to 

take such steps as might be recommended in that report. 

The report was undertaken by Adelaide law firm Lipman Karas. The Lipman Karas 

report identified a number of irregularities in the recruitment of young SAJC members 

and other shortcomings of corporate governance. Its recommendations, endorsed by 

TRSA, included the dismissal of the SAJC’s then CEO, Steven Ploubidis, the 

retirement from the board of its chairman, John Naffine, and its vice chairman, Travis 

McLeay, and fresh elections for all 9 seats on the board. 

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Report 

Under the SAJC’s licensing arrangements (described in more detail below, at page 4), 

the election of board members is subject to them being approved by the Authority. 

The approval criterion is suitability. 

In the normal course, this process routinely involves a police check and, should 

anything be noted, an interview. 

However, noting the circumstances in which the 2009 election had been called, the 

involvement as candidates of a number of people who had been candidates at the 2008 

election and some continuing controversy over the election process, the Authority 

determined to hold an inquiry to enable it to form a view as to the suitability of those 

elected. 

The Authority made this determination prior to the completion of the electoral 

process. 

Following examination of the candidates elected and the principal actors in the events 

of 2008, the Authority had sufficient evidence to enable it to approve the board 

members-elect (as explained in the conclusions section on page 69). This approval 

was advised to the SAJC on 15 June 2009, 6 weeks after the election result was 

announced. This has enabled the new SAJC board to move on with its normal 

business processes in a timely way. 

As some matters which became apparent in the course of the examinations required 

explanation before the Authority could acquit its statutory responsibility to report, 

further examinations were conducted. The Authority has concluded the inquiry 

process by the delivery of this report to the Minister for Gambling on 23 July 2010. 

2.2 Statutory background—report of exercise of inquiry powers 

In the legislative scheme for commercial gambling in South Australia, particular 

forms of commercial gambling are authorised by individual statutes with regulatory 

functions being undertaken by the Independent Gambling Authority and the Liquor 

and Gambling Commissioner. The Authority is established under the Independent 

Gambling Authority Act 1995 which, in addition to setting out its functions and 

powers, gives it certain coercive evidence gather powers. These are extracted in 

Appendix B. 

The powers include the ability to require people to attend under summons for the 

purpose of giving evidence under oath or affirmation. Those giving evidence must 

answer the Authority’s questions, even when the answer might tend to incriminate or 

when it would require the disclosure of information otherwise protected by legal 

profession privilege. (When privilege is claimed, the answers cannot be used in other 

proceedings.) 

Similar powers are available to commissions and boards of inquiry, as well as to the 

Authority’s regulatory counterparts in other jurisdictions. They enable the Authority 

to require people to disclose things which a court would not require in civil, 

administrative or criminal proceedings. The existence of these powers means that, in 

the event of their being a conflict between the public interest in the proper regulation 

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Report 

of gambling and a person’s individual interest in certain matters not being disclosed, 

the public interest will prevail. 

The exercise of these powers requires accountability; accordingly, the Independent 

Gambling Authority Act requires the provision to the Minister for Gambling of a 

report of each inquiry held by the Authority and, except where confidentiality is 

recommended by the Authority, the publication of that report by tabling in Parliament. 

2.3 Racing club licensing arrangements and close associates 

In South Australia, wagering on races and other events is regulated under the 

Authorised Betting Operations Act 2000. 

Horse, harness and greyhound racing continue to be the major activities on which 

South Australians engage in wagering. The Authorised Betting Operations Act makes 

specific provision for the governance of the racing industry by the designation of 

suitable bodies as racing controlling authorities. 

The statutory function of racing controlling authorities is to register racing clubs so 

that the clubs may then be granted on-course totalisator betting licences. 

Since 1 October 2000, Thoroughbred Racing SA Limited has been the racing 

controlling authority for horse racing. In addition to performing its statutory function 

of registering racing clubs, it performs the role of a principal club under the 

Australian Rules of Racing, including all of the integrity functions for the racing 

event. It also receives payments under the contribution agreements entered into by 

SA TAB Pty Ltd (which holds the exclusive licence 1 for terrestrial off-course betting 

in South Australia), licensed bookmakers and wagering providers licensed or 

authorised in other Australian jurisdictions; these contributions are the principal 

source of funding both for the administration of racing and, more importantly, the 

prize money which in turn significantly supports owners’ costs of acquisition, 

accommodation, feeding and training of their horses. 

The present licensing arrangements have been in place since 13 December 2001. On 

that day the Authority granted licences (on-course totalisator betting licences) under 

section 34(1)(a) of the Authorised Betting Operations Act to the three racing 

controlling authorities and the 46 racing clubs then registered with them. 2 

1 

2 

The licence is called the major betting operations licence. 

Of the 49 licences, 26 were granted to entities in the thoroughbred code: one to TRSA, one to 

the SAJC and 24 to clubs with racecourses in provincial cities and country areas. The SAJC 

licence covered three racecourses—Morphettville, Victoria Park (Adelaide) and 

Cheltenham—the latter two having been closed by the SAJC in the meantime. Since 2001, 

two of the country courses have been closed, and the clubs which operated them have 

surrendered their licences. 

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Report 

There are three key privileges associated with an on-course totalisator betting 

licence— 

♦ exclusivity—the licence contains a promise that, for 15 years from grant, no other 

entity will be granted a similar licence in respect of that racecourse—this was not 

applicable to the licensed racing controlling authorities; 

♦ racing—the licensee is authorised to conduct races on which other South 

Australian licensed wagering providers may accept bets; 

♦ wagering—the licence authorises the licensee to conduct an on-course totalisator 

in respect of its own races, races held by other licensed racing clubs and other 

races which have been the subject of contingency approvals 3 . 

A key licensing criterion is that the licensee and its close associates must be suitable 

and that the Authority must be satisfied as to the standards of probity surrounding the 

racing event. In aid of these licensing criteria, the conditions of the licences require 

that the close associates (the members of the governing board or committee and the 

senior executives) be approved by the Authority. 

A requirement to obtain a regulator’s approval prior to acquiring a position of control 

or significant influence over a licensed entity is a standard feature of gambling 

licensing regimes for casinos, hotel and club gaming, wagering and lotteries both in 

Australia and in other major gambling jurisdictions. 

At the time the 49 licences were granted, the Authority recognised that many of the 

people involved in racing were community volunteers and that, if onerous probity 

requirements were to be imposed, the need for those requirements would have to be 

justified by reference to the risks the individuals posed to the integrity of the racing 

event and the wagering product. 

It was clear, despite the racing and wagering privileges associated with the licences, 

that the 46 clubs licensed for racecourses would not in a practical sense be 

undertaking either raceday integrity functions or the conduct of the on-course 

totalisator. In the case of horse racing, it would be TRSA and the stewards employed 

by TRSA who were responsible for the racing event, while SA TAB would be 

providing the on-course totalisator facility (under contract to the licensee 4 ). 

Accordingly, those 46 clubs’ licence conditions allow them relief for the requirement 

to have their close associates approved by the Authority in circumstances where they 

formally agree for their licensed racing controlling authority to undertake the racing 

3 

4 

The practical effect of this is to allow on-course totalisator betting on races in Melbourne, 

Sydney and other interstate centres. 

Provision, under contract, of the on-course totalisator facility could legally have been 

undertaken by any entity with the appropriate technical capacity. The licensed racing club 

remains the principal with whom the racegoers have their bets and the taxation and duty 

arrangements for the betting are those for a licensed racing club. Nonetheless, the fact that the 

clubs’ contractor happened to hold the major betting operations licence provided a significant 

degree of assurance as to the integrity of the wagering. 

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and wagering functions under the racing controlling authority’s licence 5 . This option 

was taken up by 44 of the 46 affected racing clubs—in the thoroughbred code, only 

one club—the SAJC—declined to cede formal responsibility for racing and wagering 

to TRSA. 

2.4 Legal issues 

2.4.1 The test of “suitability” 

The general question of suitability revolves around the concept of whether the 

individual or entity seeking approval is fit and proper to perform the functions to 

which the approval relates. In the case of the SAJC board members, the question is 

whether each is fit and proper to exercise control or influence over a body which will 

conduct totalisator betting, or races on which betting will take place, or both. 

It is irrelevant that, functionally, the SAJC is not engaged in either activity. The SAJC 

is licensed to undertake the activity and the test of suitability aligns with the privileges 

associated with the licence. 

The Authorised Betting Operations Act gives guidance to the matters to be considered 

when assessing the suitability of a person. They include: the person’s financial 

background and resources; the person’s reputation; the character, reputation and 

financial background of the person’s close associates. There is a catch-all provision to 

allow the Authority to take into account any other matters it properly considers 

relevant 6 . 

Clearly, any assessment of a person’s suitability requires a proper construction of the 

person’s character and reputation for honesty and integrity. In the context of the 

SAJC, an existing understanding of good corporate governance and of the institutional 

arrangements for the racing industry, or at the very least a willingness and capacity to 

acquire it, is also critical. 

In light of the actual issues identified both in the public domain and in the 

examinations by the Authority, an understanding of the seriousness of the situation in 

which the SAJC had been placed and a readiness to address both specific issues and a 

more general need for the SAJC board to operate with harmony and purpose is also 

relevant. 

2.4.2 Rights of “interested” parties to make submissions 

Some of those summoned to attend before the Authority raised concerns about the 

nature of the questioning and about the possibility that the Authority might make 

adverse findings about them. One, in particular, indicated that in the absence of an 

5 

6 

The racing controlling authority’s close associates (including the stewards) are subject to prior 

and on-going approval requirements. 

These matters are set out as part of the test on initial licensing contained in section 38 of the 

Authorised Betting Operations Act. The concept of “close associate” is defined in section 5 of 

the Authorised Betting Operations Act. 

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Report 

undertaking that an opportunity would be given to make submissions about its 

findings an application would be made to the Supreme Court. 

In the case of the individuals for whom the SAJC was seeking approval as close 

associates, there is an argument that the Authority is obliged to afford natural justice 

if a finding adverse to the person’s interest is in contemplation, such as would result 

in the refusal of the approval which had been sought. 

However, the same cannot be said for the other individuals who appeared before the 

Authority. Regardless of how aggressively the matter had been argued, the mere 

prospect that unfavourable observations might be made as necessarily flowing from 

testimony before an inquiry does not trigger a right to be heard and, of course, there is 

no “case to be met” formally before an inquiry of this nature. 

In this case, noting that the Authority is able to regulate its own procedure, it did offer 

certain of the witnesses the opportunity to review a draft of this report and make 

submissions. Submissions from John Naffine and Travis McLeay are summarised in 

section 5, starting on page 69. Troy Gray, Steve Ploubidis and Con Raftopoulos did 

not respond to the opportunity. 

3. EVENTS PRIOR TO MAY 2009 

3.1 The 2008 elections and associated litigation 

SAJC board members serve terms of four years or, more precisely, the period between 

the annual general meeting at which they are elected and the fourth following annual 

general meeting. 

Elections to the SAJC board are declared at annual general meetings, and positions 

fall vacant at those meetings. 

As part of the election procedure, the board of the SAJC fixes a date for the close of 

nominations which is at least 28 days prior to the Annual General Meeting. If there 

are more candidates for election than the number of board members retiring, three 

SAJC members (who must not be candidates) conduct the election by postal ballot. 

The SAJC constitution sets out a procedure whereby all candidates’ names are listed 

on a ballot paper and voters are instructed to place a cross against the names of the 

candidates for whom they wish to vote. Each voter is required to place the same 

number of crosses against candidates’ names as there are vacancies. 

In 2008, four members of the SAJC board were retiring. This meant that voters were 

required to place crosses against the names of four candidates. 

The SAJC constitution provides that the three returning officers report the outcome of 

the ballot to the chairman at the annual general meeting, and the election is finalised 

by the announcement of those outcomes. The constitution also provides that in the 

event of two candidates having an equality of votes, the chairman of the meeting 

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exercises a casting vote. From this, it is clear that the point in time of election is the 

announcement of the ballot outcome at the annual general meeting. 

The Annual General Meeting for 2008 was held on the evening of 25 November. Late 

on that day, Mr Bill Spear (a member of the SAJC board) obtained an injunction from 

the Supreme Court of South Australia restraining the announcement of the election 

results later that night. This was an interim injunction in advance of substantive 

proceedings over the regularity of the election process and, more pertinently, the 

membership of the SAJC voting at that election. 

The SAJC itself was the defendant/respondent in those legal proceedings. The matter 

was heard in open court on a number of days following the grant of the interim 

injunction, but the questions in issue before the court were never resolved. Instead, on 

4 December 2008, an agreement was reached between Mr Spear and the SAJC 

settling the legal action. 

The settlement terms included an agreement that fresh elections would be conducted 

on certain terms; that the CEO (Mr Steve Ploubidis) would take leave; and that, 

during the leave of the CEO, an independent inquiry would be conducted concerning 

various issues said to have given rise to the litigation. 

The settlement had been brokered by TRSA, the racing controlling authority with 

responsibility for the SAJC. As part of the terms of settlement, the independent 

inquiry was to be commissioned by TRSA rather than the SAJC. TRSA has publicly 

stated that it had taken an interest in the litigation because of the prospect that matters 

associated with the litigation might form the basis for a finding that either the SAJC, 

or TRSA as a close associate of the SAJC, would be unsuitable to hold an on-course 

totalisator betting licence. 

TRSA commissioned Adelaide specialist law firm Lipman Karas to undertake an 

investigation and provide a report. 

3.2 The Lipman Karas report 

On 26 February 2009, Lipman Karas provided its report to TRSA. The report states 

that it is, in the author’s view, legal advice provided to TRSA and subject to the 

application of legal profession privilege (meaning that it is protected from production 

in court proceedings or other forms of disclosure except as specifically provided by 

law). 

On 4 March 2009, in compliance with a requirement under section 64 of the 

Authorised Betting Operations Act, TRSA provided the Authority with a copy of the 

Lipman Karas report, and a TRSA delegation provided briefing to the Authority as to 

the next steps TRSA wished to take. TRSA’s proposed resolution was that the SAJC 

would be required to terminate its close association with three individuals (Mr John 

Naffine, its Chairman; Mr Travis McLeay, its Vice Chairman; and Mr Ploubidis, its 

CEO) and to reconstitute its governing board with a fresh election at which all 

positions would be vacant. 

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Report 

The Authority responded that it regarded the proposed resolution as an acceptable 

way of dealing with the close associate issues earlier identified by TRSA, and that the 

Authority would give TRSA time to implement the proposed resolution. 

Following that briefing, and extensive discussions between TRSA and the SAJC, the 

SAJC board determined to terminate Mr Ploubidis’s employment as the CEO and to 

“spill” the SAJC board. 

The Lipman Karas report is itself a document of 170-odd pages (including 

annexures). It was the result of investigations carried out by a principal and staff of 

the firm into a range of matters concerning how the SAJC had been conducted in 

recent years, with a particular focus on a young SAJC member recruitment drive in 

2008 and how that might relate to the possible outcomes of the 2008 election. 

While the SAJC itself was bound by the terms of its arrangements with TRSA for the 

settlement of the litigation to cooperate, the investigators had no coercive evidencegathering 

powers and so, in some respects, the scope of the investigation is 

incomplete. Nonetheless, the Lipman Karas report provides a very detailed survey of 

the issues within its terms of reference. 

While all of the matters in the Lipman Karas report are of importance and relevance 

to the SAJC, only a limited number are properly of regulatory relevance to the 

Authority. 

TRSA, by commissioning the report, and the SAJC, by implementing its 

recommendations, have acquitted their corporate reputations in terms of the necessary 

level of suitability to be the holder of an on-course totalisator betting licence. (The 

Authority had made it clear to the SAJC that, unless the SAJC implemented TRSA’s 

proposed resolution, the Authority would need to hold its own inquiry into the same 

matters to satisfy itself as to the SAJC’s suitability.) 

The positive action taken by TRSA, and implemented by the SAJC, avoided the need 

for the Authority to exercise its own regulatory powers in respect of the matters 

arising from Mr Spear’s litigation. The remaining issue then related to the new 

elections and the Authority’s need to be satisfied as to the individual suitability of the 

board members-elect. 

3.3 The new election 

Noting that the new election had been brought about as the result of court proceedings 

which had included an “11th-hour injunction”, it is unsurprising that the new elections 

generated a high level of public curiosity. 

It was apparent from media reporting that the potential to elect 9 new board members 

had attracted a bigger than usual field of candidates, including two tickets aligned 

with particular groups in the SAJC. One group, sometimes referred as the Group of 9 

or the “Let’s Give Racing a Fresh Start” group appeared to be aligned with the 

hitherto dominant faction on the SAJC board. 

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This group included retiring board members Mr Wayne Francis and Mr Alistair 

McFarlane, along with two candidates from the 2008 election, Mr Kerry O’Brien and 

Mr Rick Lovell. Mr Harry Perks was also a member of this group. 

The second group called itself “Transparency Plus”. It included Mr Spear (who had 

commenced the litigation in respect of the 2008 elections) and Mrs Sharon Forrester- 

Jones, both of whom were serving members of the board. The group also included 

certain candidates from the 2008 board election—Mr David Peacock, Mr Chris 

Sargent and Mr Ken Smith. 

The election campaign received media attention, principally in the Advertiser, and 

was also remarkable for the circulation of a letter among SAJC members (facilitated 

by the SAJC itself) from one of its patrons, Mr Robert Gerard AO. 

The election result, which was announced after the Authority had determined to 

conduct this inquiry, was that seven members of the Transparency Plus team, and two 

members of the Group of 9 “Let’s Give Racing a Fresh Start” team were elected. 

4. EXAMINATIONS 

4.1 About the examinations 

4.1.1 Method 

The table in Appendix A lists the witnesses examined in this inquiry and their dates of 

examination. 

The witnesses were examined by a core panel of four members: Mr Alan Moss, the 

presiding member; Ms Margaret Kelly, the deputy presiding member; Mr John Hill 

and Ms Margaret Wallace. Together, these four members constituted a quorum of the 

Authority and were therefore able to exercise the coercive evidence gathering powers 

set out in sections 13–15 of the Independent Gambling Authority Act (extracted, with 

related provisions, in Appendix B). A further member, Mr Rex Jory, supplemented 

the panel for the examinations undertaken on 18 May 2009 (the third day of the first 

wave of examinations). 

The witnesses were examined one at a time. If a witness had retained legal 

representation, the legal representative was seated next to the witness during the 

course of the examination. No restrictions were placed on a legal representative’s 

ability to raise objections to questions or to otherwise raise issues of concern or 

otherwise affecting the witness. 

Prior to the commencement of witness examinations, three documents had been 

tendered before the Authority as exhibits: the Lipman Karas Report (which had been 

obtained under compulsion from TRSA); the text of a letter to SAJC members from 

Mr Robert Gerard AO (“the Rob Gerard letter”); and the text of an email said to have 

been circulated during the 2009 election period (“the Hi Maddie email”). A copy of 

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these common exhibits was provided to each witness in a folder on the witness table 

for easy reference. 

The Rob Gerard letter is extracted in Appendix C and the Hi Maddie email in 

Appendix D. 

In addition, the Authority either had, or came into, possession of, an application for 

approval and personal history disclosure document in respect of each of the SAJC 

board members-elect. 

The Authority was assisted in its examination of the witnesses by its secretary (Mr 

Robert Chappell). The secretary’s principal questioning was structured around matters 

arising from the Lipman Karas report and certain later events, as follows: 

♦ how the board’s business was conducted, with particular reference to discord, 

conflict and friction over strategy, day-to-day operations and personality issues 

and how board member concerns and requests for information were handled; 

♦ how certain memberships were paid for; 

♦ a program to attract young SAJC members in the second half of 2008 and 

arrangements made for those new members to vote at the 2008 and 2009 

elections; 

♦ the history of the membership process in the SAJC and the steps taken by the 

SAJC’s CEO to ensure that he understood his duties and obligations concerning 

membership under the SAJC constitution; 

♦ the legal advice provided to the SAJC board about the membership approval 

process; 

♦ the demand apparently made by solicitors acting or board member Bill Spear for 

preservation of relevant election documentation; 

♦ the withholding of the details of the CEO’s remuneration from the SAJC board as 

a whole and them being confined to the board chair and select others; 

♦ the process for reporting of payments to the SAJC board at its monthly meetings; 

♦ particular salary-like payments made to the CEO; 

♦ the relationship between interests associated with the CEO and the SAJC’s loyalty 

program provider and discussion of those arrangements by the SAJC board; 

♦ the circulation of the Rob Gerard letter; 

♦ the connection, if any, the witness had to candidates at the 2009 election; 

♦ certain text messages sent to SAJC members during the 2009 election campaign 

and the Hi Maddie email; 

♦ the protocols in place for the circulation of election material to the members and 

for the use of SAJC information, resources or facilities by candidates; 

♦ any difficulties encountered with the compilation of the electoral roll for the 2009 

election; 

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Report 

♦ for board members-elect only— 

• the witness’s involvements in racing and related industries, and how the 

witness would manage any conflicts arising; 

• the witness’s understanding of the respective roles of the SAJC and TRSA. 

In addition, members from time to time asked their own questions and explored issues 

arising from witnesses’ answers. 

4.1.2 The three waves of examinations 

When the inquiry was established, it had been assumed that the only witnesses who 

would need to be examined would be the 9 SAJC board members-elect (whoever they 

happened to be), the present and past SAJC CEOs and chairs. These were the people 

examined in the first wave of examinations. 

While that wave of examinations allowed the Authority to form a favourable view of 

all 9 board members-elect, there were enough unresolved issues arising from the 

evidence as to make it difficult to coherently report the wide range of facts relevant to 

the matter. It was on that basis that a second wave of examinations was initiated to 

involve the SAJC’s former vice chairman, its chief financial officer, another former 

board member (whom it had been suggested might have had knowledge of particular 

conversations), a lawyer who had provided advice incidental to the matters in issue 

and one other individual who had been involved in the recruitment of young SAJC 

members. 

The second wave resolved all but one of the outstanding issues; this was settled (to 

the extent necessary to allow the Authority to finalise this report) with the 

examination of a single witness in the third wave. 

4.1.3 Process 

The Authority had directed the preparation and issue of a summons in respect of each 

witness who attended before the inquiry. In a number of cases, arrangements were 

made for the witness to attend at a nominated time, and to be served with the 

summons on the Authority’s premises. This was an arrangement intended for the 

convenience of the witnesses. 

In addition to the Authority’s members and secretary, the witness and counsel, a 

transcript operator was present in the examination room. The proceedings were 

otherwise closed to the public. 

After each witness had been brought into the examination room, the witness was 

invited to swear an oath or take an affirmation. 

The sections which follow summarise the examination of the witnesses in the order in 

which the witnesses appear before the Authority. 

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Report 

4.2 First round 

4.2.1 Brenton Wilkinson 

Mr Brenton Wayne Wilkinson was, at the time of examination, the acting chief 

executive officer of the SAJC, a position he had held since 5 December 2008. Mr 

Wilkinson had commenced with the SAJC in December 2002 in the capacity of 

operations and facilities manager. 

As operations and facilities manager, Mr Wilkinson stated that he was essentially the 

second in charge to the chief executive and, while his principal responsibilities related 

to race day operations, his executive duties involved him in routine attendance at 

board meetings from the time of his appointment. 

The board chairs in his time had been Mr Peter Lewis and Mr John Naffine. Mr 

Wilkinson observed that the conduct of meetings was “very official”. He understood 

that all the necessary formalities were attended to, and that the agenda was completed. 

In terms of the functionality of the board, Mr Wilkinson observed that there were 

sources of aggression principally relating to questions being asked by a group of 

board members about the CEO’s employment contract. These queries were not 

answered, on Mr Wilkinson’s understanding, because the information was 

confidential and privileged—being confined to the board chair, his deputy and the 

chief executive. 

It was Mr Wilkinson’s opinion that the board was generally unified on questions of 

broad strategy. In terms of day-to-day operations, there was a board policy that board 

members were not to engage staff except through the CEO or the operations and 

facilities manager, a protocol which was basically followed. In summary, Mr 

Wilkinson regarded the board as functional in its discharge of day-to-day operational 

matters. 

In terms of personalities, Mr Wilkinson accepted that some board members were 

more demanding than others for information in meetings. He accepted the suggestion 

that this might have arisen from some members being better briefed prior to the 

meeting than others. However, he noted that John Naffine as chairman had insisted on 

more details of projects being included in the plenary 7 papers presented to the board. 

Mr Wilkinson was asked about a strategic need to address a missing generation of 

race goers. He responded that the issue had been discussed in marketing plans going 

back to mid-2006, with a number of initiatives put forward. When asked about any 

structured activity to recruit numbers of new members in September and October 

2008, Mr Wilkinson responded that there was nothing in the plenary papers about a 

membership drive in that period. 

Mr Wilkinson was asked whether any process existed within the SAJC to ascertain 

whether membership forms, and other materials provided to new members, formally 

7 

Mr Wilkinson explained that this was the internal language used to describe the covering 

paper presented to the board in support of an agenda item. 

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Report 

complied with the requirements of the constitution. He responded that, so far as he 

was aware, there was not. 

In relation to whether the board discussed the formal requirements for admission to 

membership, Mr Wilkinson recalled that, in his time with the SAJC, the need for a 

proposer and seconder had not been discussed. He observed that, in about 2006, a 

board member noticed that the board had stopped receiving the lists of new members 

for approval. The practice was reinstated. When asked to explain how this might have 

occurred, Mr Wilkinson answered that he did not know, as he did not have 

management responsibility for that process at the time; he assumed that the cause had 

been a failure of handover on a change of staff. 

Mr Wilkinson was asked a series of questions concerning the March 2009 election. 

By that stage, he was the acting chief executive and, thereby, the person responsible 

for the membership records and electoral records of the SAJC. 

In order to comply with the terms of the court settlement, the SAJC was required to 

hold fresh elections and also to validate the memberships of the individuals in whose 

name membership had been sought in September and October 2008. 

The SAJC wrote to the relevant people (in terms settled between TRSA and the 

Electoral Commission of South Australia) requiring them to return validation forms 

by 3 April 2009, to be presented to a meeting with the board on 6 April 2009. There 

had been some undetected ambiguity in the correspondence which resulted in a 

numerous enquiries being made, particularly from individuals querying the two 

different dates. Mr Wilkinson explained that all of those queries were resolved by 

telling people to have their letters in by midday on 3 April. 

Clarifying correspondence was sent out a week later. 

Most of the forms were returned in reply paid envelopes, but the SAJC received two 

bundles of forms in A4 envelopes, and both of these were received after the cut off 

and therefore not presented to the board. 

Mr Wilkinson understood that one of the bundles of validation forms related to 

proposed members whose original address had been given as care of the Church 

Nightclub. That bundle had been received at 2.30 on the afternoon of 3 April. A 

second bundle had been received on Saturday 4 April 2009. Mr Wilkinson was unable 

to assist with the origin of those forms. 

Mr Wilkinson was asked to comment on the Rob Gerard letter. He explained that Mr 

Robert Gerard AO is a patron of the SAJC and had asked the chairman for permission 

to send out a letter to members urging them to vote. Mr Wilkinson had sought advice 

from the Electoral Commission about sending the letter; the response was that it 

would not be in the best interests of the SAJC to send any such communication, but 

that it was ultimately a decision for the club. 

The SAJC board determined to send the Robert Gerard letter. Mr Wilkinson 

confirmed that Mr Gerard had met the cost of circulating his letter—he had supplied 

the SAJC with a box of the printed letters and with money to frank the postage onto 

envelopes. 

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Report 

Mr Wilkinson described the club’s election communications policy as otherwise being 

to confine candidates to a 250 word message to be included in an election booklet 

with the voting papers. Mr Wilkinson also advised that the Transparency Plus group 

had sought assistance with a mail out inviting members to a cocktail party. The SAJC 

had declined to facilitate the mail out of those invitations. 

No other mailings were facilitated by the SAJC. 

Mr Wilkinson was asked about the Hi Maddie email and text messages. He was 

unable to assist with respect to the origin of the email or as to how the senders would 

have obtained email addresses or mobile telephone numbers of SAJC members. 

With respect to name and address lists, Mr Wilkinson indicated that it had been a past 

practice of the SAJC to provide candidates with the membership list, but this practice 

has ceased some years ago. He felt that there might still be some older lists in 

circulation. 

Mr Wilkinson also disclosed a number of individual issues where eligible voters had 

not received voting papers. These were attributed to clerical issues. 

Mr Wilkinson also advised that the SAJC did not at the time have an audit committee 

separate from the finance committee and that, while the auditors did not attend the 

board meeting which approved the 2008 accounts, the regular practice had been for 

them to attend the board meeting and subject themselves to such questions as were 

asked. 

Mr Wilkinson also advised that marketing plans tabled at the board would set out 

submissions for the recruitment of new members over 6, 12 and 18 month periods and 

that the board members could track performance with that by noting the number of 

young SAJC members put up at each meeting for membership. 

In respect of the way proposed members were presented to the board for approval in 

October 2008, Mr Wilkinson advised that some 80 or 90 names were included in the 

papers circulated prior to the meeting, and a further 180 or 190 were tabled at the 

meeting. When asked whether it would be remarkable for such large numbers to be 

presented at the October meeting, Mr Wilkinson responded that September and 

October were months when there were traditionally larger numbers of proposed 

members. The motivator for this was that SAJC membership brought with it some 

privileges for the Melbourne Cup and for a member joining mid term which produced 

some advantages. 

4.2.2 John Naffine 

Mr John Fewings Naffine gave evidence that, for the 12-odd years preceding the day 

before his examination, he had been a board member of the SAJC. After his first two 

years he served for two years as deputy vice chairman, for the next four as vice 

chairman and for the most recent four years as chairman. 

Mr Naffine was asked about observations of discord, conflict and friction in the 

operation of the SAJC board. He responded that his last 8 years compared very well to 

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Report 

the first four which he regarded as unsatisfactory. Specifically concerning strategy, 

Mr Naffine responded that a lot of growth and a lot of goals had been achieved and 

that discord had always been discussed if there had been issues. 

Mr Naffine regarded the board as having more on its plate than would be normal— 

with issues such as the futures of Cheltenham and Victoria Pack racecourses and the 

establishment of a new board for TRSA; that this caused the normal running of the 

business to be left to the executive management with less involvement from the board 

than might be regarded as normal. 

In terms of specific dissatisfaction about operational issues, Mr Naffine indicated that, 

in the past 8 years, only two board members had approached him with any concern, 

namely Mr Bill Spear and Mrs Sharon Forrester-Jones. 

The matters raised by Mr Spear concerned the CEO. Mr Naffine believed that on each 

occasion the matter was investigated and an answer was provided. 

The matter concerning Mrs Forrester-Jones related to the performance of the 

marketing committee of which Mrs Forrester-Jones was convener. As Mr Naffine put 

it, Mrs Forrester-Jones put it that her leadership was not accepted by the SAJC’s 

executives. Mr Naffine told the Authority that he then spoke to the CEO and the 

marketing manager who responded that they did not regard their convener as 

understanding what they were trying to do. The matter was resolved with the 

resignation of Mrs Forrester-Jones as convener. Mr Naffine regarded this as a 

satisfactory outcome. 

Following Mrs Forrester-Jones ceasing to be convener of marketing, the marketing 

committee ceased to function. In response to a suggestion that, in any disagreement 

between executive management and the board, the board would win the argument, Mr 

Naffine explained that, from his point of view, the issue was about Mrs Forrester- 

Jones being able to convene the necessary number of meetings and not be intimidated 

by the executive management team. He stated that he wished for Mrs Forrester-Jones 

to succeed in the role, but he did not regard her as requesting him to take any action in 

respect of her relationship with the executive management. He summarised it in terms 

of the executive management not respecting Mrs Forrester-Jones and she not 

respecting them. 

With respect to the remuneration of the CEO, Mr Naffine explained that that had 

traditionally been a private matter dealt with between the chairman and the CEO. 

When Mr Spear requested particulars of the contract, Mr Naffine cited the 

confidentiality clause in the contract, which required the contract to be kept 

confidential to the chairman and vice chairman of the SAJC. Legal advice was not 

sought about the enforceability of the confidentiality clause (with respect to a request 

for information by a member of the governing body of the employer). Rather, a 

decision was made at board level to simply release the income number rather than the 

whole of the contract. 

In response to a question from a member as to whether the board had authorised him 

to sign a contract which kept details of the contract from the board, Mr Naffine 

indicated that he had signed the contract on behalf of the SAJC. The board as a whole 

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had not been provided with the contract, had not discussed the terms of the contract 

and had not approved the contract. 

Mr Naffine was asked about activities to attract young SAJC members in September 

and October 2008. He told the Authority that, at the August 2008 board meeting, it 

had been noted that the number of members had been static at 1700 for twelve months 

and that the young SAJC membership had not been growing. Mr Naffine recalled that 

it was resolved that the board had to take further action to grow the membership. Mr 

Naffine then indicated that he determined personally to do something about it: 

The following week I met with some young people at my works and some young friends of 

mine, a couple of young lawyer friends and I said “Right-oh I want to get some young 

members. I’m in a position to sponsor them. If you know anyone who would like to join I’d be 

pleased to assist.” And I did and I submitted—I had in mind around about 20 and in the end 

there were 27 forms completed not by myself or anything like that; it was done absolutely 

correctly with a view to gaining new members. They joined willingly. Their forms were put 

in, and I paid for them myself. 

Mr Naffine stated that that was his sole involvement in a recruitment drive. He noted 

that the number of persons proposed for membership at the September and October 

meetings was large, although larger than normal numbers are proposed in those 

months as a matter of course. 

Mr Naffine agreed that natural growth in membership at the start of the racing year 

and the price incentive concerning the Melbourne Cup could account for some of the 

memberships but not all. He told the Authority that no explanation was provided as to 

how these new young SAJC members were attracted—he assumed that marketing 

undertaken by staff of the SAJC in October had been successful. 

Upon noting the unusually large number of proposed members, Mr Naffine sought 

confirmation from the CEO that all memberships had been paid for and this was 

given. 

When asked whether, at the time, Mr Naffine had found the number to be unusual, Mr 

Naffine agreed. 

On being directed to a table in the Lipman Karas Report which indicated that 161 

memberships had been paid for on credit cards belonging to SAJC vice chairman 

Travis McLeay, Mr Naffine expressed surprise and doubt that Mr McLeay would join 

that number of members personally. Mr Naffine postulated an innocent explanation 

for Mr McLeay’s cards being used to make payments for others, but agreed that it 

would be fair to note this as unusual. 

When asked whether he felt that the CEO, Mr Ploubidis, in confirming that all of the 

memberships had been paid for, should have volunteered that more than half had been 

paid for from a single source, he was non-committal. He did express the view that, at 

the time of examination, he wished Mr Ploubidis had been more forthcoming. 

Mr Naffine was asked to comment on some data analysis undertaken by Lipman 

Karas which indicated that only a small number of the newly recruited members had 

attended the races. Mr Naffine did not agree that, within the time frame of the 

analysis, this necessarily showed that the recruitment activities had been unsuccessful. 

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He felt that having these people as members gave the club an opportunity to get them 

engaged. Nonetheless, he accepted that it was open to conclude that there were 

ulterior motivations to members being recruited. 

Mr Naffine was asked about the supervisory role of the board chairman over the CEO. 

He agreed that it was his job to supervise the CEO; he was unable to tell the Authority 

whether Mr Ploubidis took any steps to ensure that he understood his obligations as 

CEO under the SAJC constitution. He told the Authority that, about every two years, 

a lawyer or human resources specialist would address the board and senior executives 

on directors’ and officers’ duties. Mr Naffine nonetheless felt that Mr Ploubidis would 

be reasonably aware of the constitution. 

He agreed that the constitution required proposed members to sign a form (among 

other things), that this was not done, and that ensuring this had been Mr Ploubidis’ 

responsibility. He also indicated that this membership practice had been a long 

standing one which, as things turned out, did not meet the requirements of the 

constitution. The board had not noted the CEO’s failings in this regard. He indicated 

that the board is a part time board and relies on its salaried CEO’s advice. 

Mr Naffine was asked about the history of the membership approval process. Up until 

about 2006, members had been approved once a year, shortly before the annual 

general meeting. The proposed members were apparently able to enjoy the privileges 

of membership (such as attendance at the racecourse) between nomination and 

approval. This practice was changed in about 2006 to one of monthly approval, once 

the issue had been raised by Mr Bill Spear. 

Mr Naffine agreed that the SAJC had sought legal advice on the membership approval 

process in the second half of 2008. He initiated the process, in a telephone call to Mr 

Peter Pedler, a partner of Duncan Basheer Hannon. He believed that the CEO had 

provided written instructions to obtain the advice. He specifically denied signing a 

letter of instruction. 

Mr Naffine recalled reading the advice from Duncan Basheer Hannon. He 

concentrated on the outcome, rather than whether the advice recited instructions 

which had been given or the factual basis on which the advice was provided. If that 

factual basis had been incorrect, Mr Naffine did not detect it. 

Mr Naffine was asked about a media comment given by Mr Ploubidis in the 

Advertiser on 17 November 2008 in which he apparently stated (among other things) 

that the membership approval process had been the same since the day he commenced 

as CEO. Mr Naffine agreed that this answer was incorrect. He also stated that he 

regarded it as out of character for Mr Ploubidis to make a stupid answer. 

Mr Naffine was asked about a statement in the Lipman Karas Report that he had 

initially declined to waive legal professional privilege to enable Lipman Karas to have 

access to Duncan Basheer Hannon’s files. It was suggested to him that he was acting 

as a gatekeeper of information relevant to an investigation in which his own conduct 

was being investigated. He agreed that he might be seen as a gatekeeper but he could 

not see that it gave rise to a conflict. He believed he acted correctly. 

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Report 

Mr Naffine was asked about a request made by solicitors Griffin Hilditch (on behalf 

of Bill Spear) demanding that relevant election documents be preserved. He recalled 

the issue and that he had delegated its handling to Mr Pedler. He agreed that he could 

have contacted the returning officer and directed him to retain all documents. He did 

not do so because he had not been advised to do so by Mr Pedler. 

Mr Naffine was asked about the SAJC board process by which all payments over 

$10 000 are reported to the board. Mr Naffine regarded this process as giving the 

board an opportunity to identify exceptional payments, and to otherwise monitor its 

costs. He agreed that it would be wrong for a payment of more than $10 000 to be 

broken into smaller payments so that they would not be reported to the board. 

Mr Naffine was asked about a set of cheques aggregating $21 000 as the net payout to 

the CEO in respect of accrued but non-payable long service leave. He said that Mr 

Ploubidis had approached him for an advance payment in respect of his long service 

leave because he needed the money for personal reasons. Mr Naffine stated that Mr 

Ploubidis did not state the nature of the personal reasons. He regarded it as not being 

uncommon to assist a senior employee who has asked for help. Mr Naffine was 

unaware that the long service leave had been paid by cheque or that the cheques had 

been cashed at Morphettville Junction. 

Mr Naffine was asked whether the board had approved the payment and whether there 

was any record of such approval, noting that Lipman Karas could not identify a 

related board minute. Mr Naffine responded: 

No, and that’s correct, and I explained that to Mr Lipman. Because it was of a personal nature, 

I wanted to discuss it with my board personally. So I asked the executive team to leave the 

room. I did not want Mr Ploubidis to be embarrassed in front of his staff that he had a personal 

need. 

I raised it, I put it to the board, and they approved it, and the fact that Bill Spear to this day 

doesn’t remember it—he could have been asleep again. 

He accepted that, notwithstanding this, a number of staff members would inevitably 

find out about the payment because the cheque would have to be raised. He also 

accepted that, as it was ultimately cashed in the gaming machine venue, it would have 

come at least to the attention of the gaming manager. 

He agreed that, in retrospect, a minute simply reciting the decision should have been 

made. 

Mr Naffine was asked about the CEO’s salary sacrifice arrangements. He responded 

that he did not know what the arrangements were, he does not use salary sacrifice in 

his own business and, once he had become aware of it, it was something he was 

minded to reverse. When the Lipman Karas investigation commenced he spoke to the 

financial controller about whether there were any issues likely to arise. 

So far as Mr Naffine was aware, the contract with the CEO did not make express 

reference to salary sacrifice. 

Mr Naffine told the Authority that, once the financial controller had told him that 

there were issues with Mr Ploubidis’s salary sacrifice, he had directed Mr Ploubidis to 

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get the matter into order, and Mr Ploubidis did so immediately. One of the issues to be 

resolved was the payment by the SAJC for travel by a Mr Con Raftopoulos. This was 

apparently resolved by the charges being reallocated from the SAJC’s expense line to 

Mr Ploubidis’ salary sacrifice account. 

Mr Naffine was asked whether he had been aware that the CEO’s personal 

superannuation fund had obtained shares in a company providing loyalty services to 

the SAJC. He explained that he became aware of it when the matter was raised by 

board member Bill Spear. Lawyers were asked to advise on the matter and the 

outcome was that Mr Ploubidis was severely reprimanded. 

Mr Naffine was asked about a suggestion that Mr Ploubidis had made threats against 

the personal safety of a board member, the late Mr Greg Le Poidevin. Mr Naffine told 

the Authority that, although he was present when it was alleged that statements had 

been made, he was not aware of them. However, the following morning he had 

received a telephone call from Mrs Forrester-Jones and, as a result, telephoned Mr Le 

Poidevin. Mr Le Poidevin indicated that he did not wish the matter to be taken further. 

Mr Naffine told the Authority that it had not occurred to him that he should speak to 

Mr Ploubidis about the matter—noting that he was the only person to whom the CEO 

reported and that the matter involved a possible altercation between an employee and 

a member of the employing board. 

Mr Naffine told the Authority that he later raised the matter with Mr Ploubidis, to find 

out what had gone on. Mr Naffine said: 

This is what Steve Ploubidis told me and I’m going by memory roughly, that, “You’ve 

betrayed me and in my country people like that get hurt,” or words to that effect. In other 

words, it was—Steve, as we understand, is Greek, and they have different emotions to 

Australians and he was hurt that Greg had—because Steve had gone out of his way to work 

closely with Greg and so there was a personal feeling of being let down. 

Mr Naffine went on to explain that the personal feelings of being let down related 

principally to the reprimand over the loyalty program provider but also possibly to 

other matters including that Mr Ploubidis had worked hard to engender Mr Le 

Poidevin’s friendship and felt that Mr Le Poidevin had turned against him. 

Mr Naffine accepted that it would not be appropriate for an employee of a board to 

expect board members to be loyal to him in preference to promoting the interests of 

the organisation and also that it would not be appropriate to hint that personal harm 

could be the consequence of a person’s actions. 

Mr Naffine was asked about the Rob Gerard letter. Mr Naffine stated that it was 

unusual to send such a letter and that it was only approved because Mr Gerard was a 

co-patron of the SAJC and one of its biggest sponsors. Mr Naffine noted that the 

Governor of South Australia is the other co-patron and that, if the Governor had asked 

to send that letter out, the board would have approved that also. 

Mr Naffine told the Authority that he could not recall whether the Electoral 

Commission had been asked to comment on the letter or what that comment might 

have been. 

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Report 

He did discuss the matter with Mr Wilkinson, but that conversation was limited to 

whose signature would go on the covering letter. Mr Naffine told the Authority that 

he had no conversation with Mr Gerard about the letter and that he was unaware of 

whether Mr Gerard had spoken to any of the candidates. He offered the opinion that it 

would have been unlikely that Mr Gerard had spoken to candidates as he knew that 

Mr Gerard had been overseas at the time. 

Mr Naffine was asked about the Hi Maddie email. He said that he had not heard of the 

individual names in the email. Similarly, Mr Naffine told the Authority that he knew 

nothing of text messages being sent to members of the SAJC during the 2009 election 

campaign. 

With respect to other communication protocols during the election period, Mr Naffine 

told the Authority of conversations he had held with Kerry O’Brien about putting out 

a brochure for his group. He recalled that there had been dialogue on that matter 

between the Electoral Commission and Mr Wilkinson. The Electoral Commission 

advice was not to send the letter and Mr Naffine agreed. 

Mr Naffine told the Authority that he understood that if the SAJC had authorised the 

distribution of the brochure, the Electoral Commission would have withdrawn its 

services. 

4.2.3 Peter Lewis 

Mr Peter James Lewis gave evidence that he had for 13½ years until May 2006 been a 

board member of the SAJC. He had been chairman from 2002 until 2005. 

Mr Lewis had been involved in the recruitment of Steve Ploubidis as the CEO of the 

SAJC, having sat on the final selection panel and having been involved in the contract 

negotiation process. 

Mr Lewis told the Authority that he was broadly familiar with the terms of the 

contract, but not with the specific provisions concerning confidentiality. He was not 

surprised to be told that the contract purported to restrict the disclosure of its contents 

to the chairman of the SAJC board and the chairman of the board finance committee. 

He stated that when he joined the board he did not know what the remuneration or 

conditions of the CEO were but, that if he had become curious about it, he would have 

expected to be told. In response to questions about the way the board functioned 

during his time, Mr Lewis observed the board’s proceedings to be quite tumultuous 

with some members, in his opinion, not understanding their responsibilities as 

directors. Mr Lewis saw this in terms of disruptiveness and members wishing to 

instruct staff directly (as opposed to going through the channel of the CEO) rather 

than a factionalisation of the board. 

Mr Lewis observed that there was a lack of unanimity on the board concerning 

matters of strategy, marked by those whose views were not preferred continuing to 

debate the issues in the media. 

With respect to day-to-day business, Mr Lewis regarded the board as being cohesive. 

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Mr Lewis was asked about membership recruitment activities in September and 

October 2008. He answered that he was aware that young SAJC members were 

offered complimentary memberships; these memberships were not paid for by the 

club but by a “sponsor”. He did not sponsor any young SAJC members himself. 

Mr Lewis explained the circumstances in which some young SAJC members’ voting 

packs were received at his office. Some months before the 2008 election, Steve 

Ploubidis approached Mr Lewis to engage the support of Mr Lewis’s nephew who ran 

a hotel which Mr Ploubidis understood to enjoy the patronage of young people. Mr 

Lewis spoke to his nephew who agreed to undertake some recruitment activity. About 

a month after providing SAJC application forms to his nephew he collected a number 

of completed forms (he thought the number might have been 48) and returned them to 

the SAJC. 

On questioning, Mr Lewis expressed the opinion that he thought this recruitment 

method to be “a bit odd”. 

Mr Lewis was asked specifically about suggestions that people were asked to 

complete voting papers prior to being provided with their membership packs. Mr 

Lewis stated that that practice did not occur in respect of the recruitment with which 

he had been involved. 

Mr Lewis was asked about packages of validation forms being returned in bulk to the 

SAJC office. He indicated that one package would have related to members recruited 

to his nephew’s hotel. His nephew had contacted him to advise that he had a number 

of validation forms from those people he had recruited. He had wanted to know what 

should be done with them. Mr Lewis had volunteered to collect them. Mr Lewis was 

aware that, when those forms were ultimately returned to the SAJC office, they had 

missed the deadline for inclusion on the electoral roll for the March 2009 election. 

Mr Lewis confirmed that he was one of the returning officers for the November 2008 

annual election. He was asked how he came to be appointed as returning officer; he 

responded that he had been asked whether he would like to be a returning officer and 

he declined. Some weeks later the CEO advised him that the board had elected him to 

be a returning officer. He explained that he acquiesced in that appointment. 

Mr Lewis confirmed that the voting papers for the 2008 election had been destroyed. 

He understood that this was a long standing practice of the SAJC. He had no personal 

knowledge of the long standing practice; he had been told that it was the long 

standing practice. Mr Lewis stated that he was not aware that, on the day of the 

general meeting, a lawyer had made a demand to the SAJC to preserve the voting 

papers. If he had become aware of that demand, he would have said to the chief 

returning officer to hold on to the papers. 

Mr Lewis was asked about the Rob Gerard letter. His only involvement was to receive 

it as a member of the SAJC; he had not been consulted about it, as a former chairman, 

and did not have any other involvement in the preparation of the letter. 

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Report 

4.2.4 Bill Spear 

Mr William Alistair Spear gave evidence that he had been a member of the SAJC 

board since September 2005. 

Mr Spear was asked to generally describe his impression as to how the board’s 

business was conducted. Mr Spear responded by indicating that he sought election 

because he was unhappy with the way the club was being run. At the time of being 

elected, he felt that the chairman (Mr Naffine) was naive in his stewardship rather 

than being negligent. 

Mr Spear told the Authority that he started by making enquiries (invariably denied) 

with respect to the CEO’s salary package and with respect to speaking to the 

accounting staff. His frustration was such that he asked himself whether it was 

worthwhile. Then Mr Greg Le Poidevin was elected to the board; with him, he found 

common ground. Following this, he found a commonality of view with Mrs Forrester- 

Jones, the deputy vice chairman. 

Then a matter in March 2008—concerning transactions between the CEO and The 

Rewards Factory Limited—brought him into open conflict with the chairman. 

Mr Spear explained to the Authority that he had become aware that the CEO’s 

personal superannuation scheme held shares in The Rewards Factory Limited, a 

company which had won the contract to provide the loyalty scheme to the SAJC. Mr 

Naffine had apparently been prepared to accept what Mr Spear described as a simple 

letter of explanation without verifying evidence. This caused Mr Spear to lose 

confidence in Mr Naffine, as Mr Spear regarded the handling of the matter as being 

tantamount to a breach of corporate law. 

Mr Spear was asked to explain the circumstances which had caused him to be 

dissatisfied with the SAJC and which prompted him to seek election to the board. He 

responded that an issue arose with respect to a ground floor area at Morphettville 

Racecourse. In conversation with Mr Spear and a group of other racegoers, Mr 

Ploubidis explained that construction work would be undertaken to modernise the 

area and, so far as Mr Spear was concerned, the racegoers would be allowed back into 

it once it had been modernised. However, the end result was that the area became the 

“Diva Bar”. Mr Spear concluded that Mr Ploubidis had deliberately misled Mr Spear 

and his fellow racegoers so as to avoid any matters of contention until the new facility 

had been installed—when it would be too late to have a change made. Mr Spear 

explained that the experience did not sit well with him and that he was unable to trust 

Mr Ploubidis after that incident. 

Mr Spear was asked about the way the board functioned when he joined it. He 

expressed regret that he was the “only squabbler” and that the board was otherwise 

cohesive. He explained that his squabbling arose where he believed that information 

was being withheld from the board as a whole and the real decision making was 

taking place outside the boardroom. 

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Report 

Mr Spear explained that, while he regarded some of the decisions as being quite good, 

he was uncomfortable with the process. In his view, some of the propositions 

accepted by the board had been poorly researched and lacked economic evaluation. 

Concerning the CEO’s contract, Mr Spear said that he had requested it in a board 

meeting and Mr Naffine, rather than putting the matter to a vote, had simply stated 

that he had signed a confidentiality agreement which he was not prepared to break. 

Mr Spear said that the late Mr Le Poidevin also asked for a copy of the contract, or to 

view it, and that this also was denied. Mr Spear affirmed that at no stage were any of 

Mr Ploubidis’ employment conditions, including his remuneration, disclosed to him 

or to the board generally. When told that Mr Naffine had given evidence that a 

decision had been made to disclose the remuneration number, Mr Spear indicated that 

this had not been done. On Mr Spear’s account, the closest he came to having any of 

the employment conditions disclosed was at a finance committee meeting where Mr 

Naffine referred to a 5% salary increase (in July or August 2008) taking the salary 

from $213 000 to $223 000. 

Mr Spear told the Authority that he first became aware of a young SAJC member 

recruitment drive at the September 2008 board meeting at which he noted a large 

number of people proposed for membership. Although a general statement had been 

made at earlier meetings about the need to improve membership numbers, he 

described it as “very, very general”—direct recruitment activity was not discussed. 

Mr Spear was not asked to sponsor any young SAJC members and he was not, at the 

time, aware of any other board member being asked to sponsor young SAJC 

members. 

He explained that he became aware of recruitment activity when he had been 

provided with a copy of the Lipman Karas Report. This occurred at a special board 

meeting. At that meeting, he read the whole of the report, cover to cover, as did Mrs 

Forrester-Jones. He was aware that fellow board member Bill Crabb had not read the 

report in its entirety (he had left the meeting to go to a yearling sale). He was unable 

to say whether Messrs Naffine and McLeay had read the report in its entirety. 

Mr Spear was asked about his raising of concerns with the membership approval 

process in February 2006. Those concerns arose out of him offering to assist one of 

his staff in nominating her son for membership. Mr Spear noted, when downloading 

the membership application, that there was no place for the proposed member to sign. 

Following the matter being raised by Mr Spear, arrangements were made for Mr Peter 

Pedler to brief the board. Mr Spear believed that following that briefing changes were 

made to the membership application process. 

Mr Spear was asked about the concerns he had with respect to the CEO’s ownership 

of shares in The Rewards Factory Limited. He explained that a friend had drawn his 

attention to a prospectus issued by The Rewards Factory, in which he noted that one 

of the top 20 shareholders was the S Ploubidis Superannuation Fund. He referred the 

matter to Mr Naffine, who in turn referred it to lawyers Minter Ellison. 

The Rewards Factory had been contracted to provide loyalty services to the SAJC. Mr 

Spear explained that his concern was to be satisfied that the CEO’s personal 

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Report 

superannuation fund had paid for shares in The Rewards Factory with its own money. 

He was also concerned to ensure that there was accurate reporting of related party 

transactions in the SAJC’s annual accounts. Mr Spear told the Authority that Mr 

Naffine, having received advice from Minter Ellison, had expressed the view that it 

had been unwise for Mr Ploubidis to acquire the shares, but that this was not 

completely illegal or in contravention of the Associations Incorporation Act. 

Mr Spear was asked what he knew of arrangements made between the CEO and Mr 

Naffine for Mr Ploubidis to be paid out his long service leave. Mr Spear stated that 

this transaction was never considered by the board. 

Mr Spear explained that he had become aware that payments of approximately 

$30 000 in aggregate had been made to Mr Ploubidis. His first concern was that these 

payments had not been reported to the finance committee or the board under an 

internal control process which required all payments in excess of $10 000 to be 

reported. Mr Spear had become aware that three separate cheques had been drawn in 

favour of and cashed by Mr Ploubidis. When he queried the purpose of the payments 

with Mr Naffine, he was advised that the payments had been in respect of long service 

leave, at the request of Mr Ploubidis. 

Mr Spear told Mr Naffine that it was illegal to pay out long service leave for an 

employee of less than 10 years service and Mr Naffine then sought legal advice, 

which concurred with Mr Spear. Mr Spear suggested to Mr Naffine, and Mr Naffine 

accepted, that the advances to the CEO should be formally identified as a loan secured 

against the long service leave entitlement. Mr Spear asked Mr Naffine to have this 

formally resolved by the board; Mr Naffine refused to do so. 

It was put to Mr Spear that, when asked about these matters, Mr Naffine had been 

certain that the board had considered the matter and that, if Mr Spear did not recall 

this, Mr Spear must have been asleep in the meeting. Notwithstanding this, Mr Spear 

was clear to the Authority that he had requested that the matter be dealt with by the 

board and that the chairman had refused the request. 

Mr Spear told the Authority that, following the March 2008 board meeting at which 

Mr Ploubidis had been reprimanded over the Rewards Factory matter, Mr Ploubidis 

had spoken with the late Mr Le Poidevin who, according to Mr Spear, had expressed 

great concern as to his personal safety as a result of that conversation. 

When asked why Mr Ploubidis might speak to Mr Le Poidevin in such a way, Mr 

Spear observed that, in the board discussion over the Rewards Factory matter, Mr Le 

Poidevin (who was a lawyer) had quoted a number of legal requirements relevant to 

the matter and that Mr Ploubidis would have seen Mr Le Poidevin as an ally of Mr 

Spear. 

Mr Spear indicated that he believed that he would not be intimidated were Mr 

Ploubidis to have spoken to him in the way he believed he spoke to Mr Le Poidevin. 

Mr Spear was asked about an observation, in the Lipman Karas Report, that he might 

have been so concerned with catching the CEO that his obligations to guide and 

monitor the SAJC may have been overshadowed. Mr Spear responded that he 

25



Report 

regarded it as his duty to raise concerns if the interests of the SAJC were not being 

protected by CEO. 

Mr Spear was asked whether he accepted that his actions in 2008 in commencing 

litigation against the SAJC might have damaged its reputation. He denied this 

proposition. He explained that he genuinely believed an injunction was necessary to 

prevent the announcement of the outcome of an election, which he believed to have 

been impaired. He indicated that he took significant personal financial risk in doing 

so. He indicated that, prior to taking court action, he had, first, asked Mr Naffine for 

records and then, second, instructed solicitors to formally request access to 

information. 

All of these requests were denied. Mr Spear was asked whether, on the basis of his 

professional training, he thought Mr Naffine was correct in denying access to those 

records. He responded: 

No, of course not. No. I’m a member of the board... I should not have been denied that access, 

because if that had have happened and I’d have viewed the accounts and whatever from there, 

it could well have been that I would have said, “O.K. Well, we don’t need an injunction.” But... 

the solicitor acting for me wrote three emails to the solicitor acting for the Jockey Club saying, 

“Can I see them?” and all of them came back saying, “No, you’re not going to see anything. 

We’re not going to give you a thing.” 

Mr Spear was asked about the process for validation of memberships for the purposes 

of the elections conducted in 2009. He recited some irregularities he believed existed 

with respect to two sets of validation forms for which the nominees were ultimately 

not admitted to membership. However, he had no involvement with the returning of 

any validation forms to the SAJC office and his role in the decision making was 

limited to attending the board meeting and voting. 

Mr Spear was asked about the Rob Gerard letter. He confirmed that the circulation of 

that letter was approved by the board, on the motion of Mr Naffine and Mr McLeay. 

Mr Spear stated that he was unconcerned about the circulation of the letter from Mr 

Gerard because he felt that Mr Gerard was promoting a thought which he was in 

favour of. He explained: 

I was being a little bit, as I thought, cunning and saying, “Well, if that letter goes out and it 

goes out to members, most members will look at that and say, ‘Look, you know, this is a 

supporter of Mr Ploubidis’”, and, as such, I thought it was going to be in my way. 

Mr Spear was asked to comment about the Hi Maddie email. He did not know who 

originated it but he did associate one of the names in the email with Mr Ploubidis. He 

told the Authority that he was not the person who had asked for the email to be 

circulated. Mr Spear also indicated that he was not engaged in the sending of text 

messages to members of the Jockey Club encouraging them to vote. 

Mr Spear was asked about access to membership lists and the circulation of election 

material. He indicated that, once permission to circulate an invitation to an election 

cocktail party had been refused by SAJC management, he and the members of the 

Transparency Plus team resorted to word of mouth, working the racecourse on race 

days. 

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Report 

Mr Spear was asked about an article appearing in the Advertiser on 9 May 2009 

suggesting that certain of his associates had access to leaked SAJC membership 

forms. Mr Spear confirmed that certain individuals did have the forms, and that he 

was not the source of them. He denied suggesting to the person who had obtained the 

forms that the forms be obtained and he did not facilitate it in any way. 

Mr Spear was asked whether he had any current business involvements in the racing 

industry. He answered that he had owned horses in the past; he had given that pastime 

away as it had been uneconomic. 

Mr Spear was asked questions concerning the structure of the racing industry and the 

relative roles of the SAJC and TRSA. He demonstrated a clear understanding of these. 

Mr Spear was asked about an article appearing in the Sunday Mail (11 October 2008) 

revealing a master plan for the redevelopment of Morphettville Racecourse. He was 

asked when the board considered those plans. He responded that the board did not 

consider those plans until after they had been revealed in the Sunday Mail. 

Mr Spear was asked about the proceedings of the finance committee with respect to 

the annual accounts. The annual accounts would be considered by the finance 

committee and referred to the board for an approval. Mr Spear stated that in the three 

years in which Mr Spear had been a member of the finance committee the SAJC’s 

external auditors had not attended. Mr Spear told the Authority that he had sought an 

appointment with the external auditor and that, prior to that appointment being met, 

he was told that if he attended the appointment he would be charged with misconduct 

under the board’s code of conduct. On that basis, Mr Spear declined to proceed with 

the appointment. 

4.2.5 Sharon Forrester-Jones 

Mrs Sharon Kay Forrester-Jones told the Authority that she had been a member of the 

SAJC board since 1999. She was one of the recently re-elected board members. 

When asked about how the SAJC board had functioned, Mrs Forrester-Jones indicated 

that, in her time, the board had slowly declined into what was effectively a three 

person board. She stated that she had found herself excluded from many private 

meetings and many conversations where real decision making took place. This was 

particularly so following the election of one particular board member, four years 

earlier, who had a particularly strong social connection with the former CEO. 

Mrs Forrester-Jones was asked to give her own impression of how requests for 

information made by Mr Spear had been handled. She indicated that Mr Naffine had 

denied both Mr Spear and herself access to information on the basis of confidentiality. 

These requests were made both within board meetings and outside board meetings. 

With respect to requests made in meetings, Mr Naffine would deny the request 

without putting it to a vote. 

With particular respect to the CEO’s employment, Mrs Forrester-Jones was never 

provided with the remuneration particulars. 

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Report 

Mrs Forrester-Jones indicated that she was not, at the time it was being conducted, 

aware of a recruitment drive in September and October 2008. 

She recalled that, when she queried the significant numbers of persons being proposed 

for membership at those meetings, the chairman said that he had instructed the 

marketing department to aggressively seek young SAJC members and to use whatever 

means needed. 

Mrs Forrester-Jones was asked about meetings with Mr John Naffine, as SAJC 

chairman, outside of board meetings. She indicated that she had met him at a coffee 

shop in Rose Park at about the time she had taken over the chair of the marketing 

committee and another meeting with Mr Naffine at his home. She had sought the first 

meeting to raise concerns that she was not being provided with information and, 

therefore, unable to make a meaningful contribution. 

Mrs Forrester-Jones was specifically asked whether the marketing committee had 

operated in the way Mrs Forrester-Jones would expect a committee or board to 

operate. She answered that it did not. 

Mrs Forrester-Jones was asked whether there was ever discussion at the board about 

the quality of the board minutes. She indicated that she and Mr Spear often raised 

concerns about the minutes. She believed that both the chairman and the CEO were 

happy for the minutes to be getting less and less detailed. 

Mrs Forrester-Jones was asked whether the board had ever approved a payment to the 

CEO in lieu of his accumulated long service leave entitlement. She responded that the 

matter was never discussed by the board although the chairman had, in response to a 

question at the annual meeting, asserted that it had been, and sought to poll the board 

members in the meeting. Other members of the board had affirmed Mr Naffine’s 

assertion that the matter had been approved by the board. 

This caused Mrs Forrester-Jones, that night, to go to her own copy of the minutes 

which she found had no record of the decision. 

Mrs Forrester-Jones was asked questions about the board’s deliberations concerning 

the CEO’s ownership of shares in The Rewards Factory Limited. She recalled that Mr 

Ploubidis had remarked that the shares were now worthless and, on that account, that 

he regretted acquiring them. She also recalled that their discussion was a short one, 

with Mr Spear, Mr Le Poidevin and herself asking questions. 

Mrs Forrester-Jones told the Authority that, following that March 2008 board 

meeting, the board members retired to Morphettville Junction for pizza. She observed 

Mr Ploubidis, in what she described as a furious state, engaged in conversation with 

Mr Le Poidevin. This concerned her, although she was unable to hear the 

conversation. She telephoned Mr Le Poidevin the next day and he told her that Mr 

Ploubidis had threatened him. He also told her that he had spent the night in his office 

rather than going to his home. 

Following that telephone conversation, she telephoned Mr Naffine to raise her 

concern. So far as Mrs Forrester-Jones understood, Mr Naffine intended to sort the 

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Report 

matter out with Mr Le Poidevin but not with Mr Ploubidis. About a week later, Mr 

Naffine reported to Mrs Forrester-Jones that the matter was not significant. 

Mrs Forrester-Jones was asked about the process by which certain persons’ 

membership was validated for the purposes of voting in the 2009 election. She told 

the Authority that she had had no involvement in the delivery of any of the validation 

forms to the SAJC office. Her involvement was limited to voting on the validations at 

the board meeting. 

Mrs Forrester-Jones was asked about the Rob Gerard letter. Mrs Forrester-Jones told 

the Authority that the chairman proposed at the 6 April 2009 board meeting that the 

letter be distributed to the membership generally. The matter was put to a vote and she 

was the only member to vote against it. Mrs Forrester-Jones regarded the letter as 

being partisan in that it could be seen as favouring one group of candidates over 

others. 

Mrs Forrester-Jones stated that she had made contact with the Electoral Commission 

expressing her concern about the Rob Gerard letter. She was told that the Electoral 

Commissioner could make recommendations to the club but that it was ultimately the 

club’s decision to send the letter. 

Mrs Forrester-Jones was asked about the Hi Maddie email. She told the Authority that 

she had never seen the email, had not sent the email to anyone and had not asked 

anyone else to send the email to anyone. 

Mrs Forrester-Jones told the Authority that the board had not discussed a policy on 

giving candidates access to the membership list for sending electoral material, other 

than the official election booklet prepared and distributed by the Electoral 

Commission. 

Mrs Forrester-Jones was asked about her involvements in the racing and related 

industries. She told the Authority that she owned shares in a number of horses and 

that she had a “racing group”, a group of friends who go to the races on a monthly 

basis. In addition, she conducts a monthly luncheon, which is held at the racecourse 

and catered for by the SAJC on the same terms as any other private client would 

receive. At these lunches, there will be a raffle with the profit going to a charity. The 

charity changes from time to time. Mrs Forrester-Jones donates the prizes for these 

raffles. Mrs Forrester-Jones assured the Authority that she keeps full records of all of 

the transactions for the lunches and the raffles. 

In addition, Mrs Forrester-Jones’ husband and her brother-in-law are the principals of 

a small engineering company which has occasionally done work for the SAJC. Mrs 

Forrester-Jones was asked about the process by which transactions with this company 

came to be reported in the related party transactions note to the SAJC’s annual 

accounts. It was not clear to Mrs Forrester-Jones how this occurred, as she had not 

been asked to make any disclosures to the SAJC’s chief financial officer or other 

executives. When she had queried this with an executive of the club, she was advised 

that the CEO had decided to include it. 

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Report 

Mrs Forrester-Jones was asked whether any other similar thing had occurred. She 

responded that, in the course of the board discussing whether to terminate Mr 

Ploubidis’ employment contract, it had received a submission by Mr Ploubidis which 

she regarded as “trying to extricate himself from any drama….by trying to offset it by 

implicating other board members”. This document claimed that Mrs Forrester-Jones 

had received an all expenses paid trip to Darwin, with her husband. As it had been her 

recollection that she and her husband had paid their own way to a racing event in 

Darwin, she searched her records that night and retrieved receipts for every expense 

she and her husband had incurred. 

Mrs Forrester-Jones was asked about her understanding of the relationship between 

the SAJC and its racing controlling authority, TRSA. She displayed a clear and 

correct understanding of the relationship. 

4.2.6 Tony Newman 

Mr Anthony Paul Newman told the Authority that he was a member of the SAJC and 

had been declared elected to the board in the elections completed on 13 May 2009. He 

identified an election statement posted on the website of the SAJC and adopted it as 

his. 

He told the Authority that he was a retired automotive industry executive. 

He was referred to the circumstances which gave rise to the election and, in particular, 

to the determination by the SAJC board that it would need to validate memberships. 

He told the Authority that he had had no involvement in the process of validation and 

with one exception did not know any of the people sent validation forms. 

He identified the name of one person, with whom he had been acquainted in a work 

context three years earlier. He had not spoken to that person in the preceding three 

years. 

Mr Newman was asked about the Rob Gerard letter. He told the Authority that he had 

had no knowledge of the letter prior to it being sent out. He was shown the Hi Maddie 

email. He told the Authority that he had not sent it to anyone and had not spoken to 

anyone about it. 

Mr Newman was asked about his involvement in the group known as Transparency 

Plus. 

He described the group as being comprised of people with common interests and a 

respect for each other. While not tied to a tight manifesto, they were prepared to 

operate under a common umbrella. 

With respect to the Transparency Plus campaign, Mr Newman disclosed that the 

group hosted a cocktail party at Morphettville Racecourse. He attended the party. He 

and the other members of the group shared the costs of the party and of the production 

of some “how to vote” cards. The how to vote cards were passed out at the 

racecourse. 

30



Report 

Mr Newman was asked to detail his interests in racing. He told the Authority that he 

currently has shares in four horses and funds a share for his son. 

Mr Newman also told the Authority that he proposed to provide his trainer with the 

benefit of some of his business expertise and that he was undertaking a strappers’ 

course. 

Mr Newman was asked about how he would manage conflicts of interest, between his 

racing interests and his fiduciary duties to the SAJC. He explained that, if he became 

aware that a matter before the board touched his personal affairs, he would declare the 

conflict immediately. 

Mr Newman was asked of his understanding of the structure of the industry and the 

relationship between TRSA and the SAJC. He said that he saw TRSA as the 

controlling body, which would give direction to the SAJC and the role of the SAJC as 

administering the metropolitan racing club. 

Mr Newman was asked about his experience with corporate governance and 

compliance frameworks. He gave a detailed account of his business experience and 

exposure to these processes. He also indicated that, as a matter of priority, he would 

be seeking a detailed briefing from the executives of the SAJC. 

4.2.7 David Peacock 

Mr David Godfrey Peacock told the Authority that he had been a member of the 

SAJC since he was 18 years old, that he had previously served on the SAJC’s board 

(then called the committee) from 1982 until 1992 and that he had now recently been 

re-elected. 

He told the Authority that he was a retired legal practitioner. 

Mr Peacock identified and adopted a personal history disclosure form submitted by 

the SAJC, and a letter prepared for members of the SAJC in connection with the 

election. 

In answer to questions, Mr Peacock told the Authority that he was aware of a concern 

as to the validity of certain memberships of the club in the second half of 2008 and of 

a validation process in 2009. He became aware of those processes by reading the 

newspapers. Mr Peacock was specifically asked whether he had had any involvement 

in the validation process for membership and whether he knew anything about how 

particular validation forms came to be returned to the club in bundles. With the 

exception of what Mr Peacock described as hearsay, scuttlebutt and general rumour, 

he knew nothing of these matters. 

Mr Peacock was shown the Rob Gerard letter. He recalled receiving it as a member 

and he had earlier become aware of it through a conversation involving Mr Bill Spear. 

He did not have any other knowledge of the source or delivery of the letter. Mr 

Peacock told the Authority he regarded the letter as inappropriate. 

As at the date of examination, Mr Peacock had not spoken to Mr Gerard about the 

letter either before or after it was despatched. 

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Report 

Mr Peacock was asked about the Hi Maddie email. Mr Peacock told the Authority that 

his only knowledge of the email was received through Mr Spear. He told the 

Authority that he knew of Jordan Katalanis as the son of a friend with whom he had 

raced horses 20 years earlier. 

Mr Peacock was asked whether he had had any involvement in sending text messages 

to SAJC members during the election campaign. Here is the exchange: 

Are you aware of text messages being sent to members of the South Australian Jockey Club 

during the campaign?—Only through Mr Spear, and I suspect that there were also emails sent. 

Yes.—None of which we had facilities for. 

But you haven’t sent a text message to anyone about the campaign?—You’re looking at a 62- 

year-old former solicitor who’s [obscure]—I don’t know how to text. I’ve never sent a text 

message in my life. 

Mr Peacock was asked about his involvements in the racing industry and how he 

would manage conflicts between those involvements and his duties as a fiduciary of 

the SAJC. He told the Authority that he had, since the age of 21, raced horses and 

since about the age of 30 he had also bred horses. 

Through an extended series of questions and answers, Mr Peacock disclosed an 

awareness of the concept of conflict of interest and further that, in respect of owning 

race horses, his capacity to influence the governing body (TRSA) would not be 

sufficient to give rise to a conflict in terms of his horse racing operation. He also 

expressed the view that it was not inappropriate for members of a major racing club to 

be personally invested in the industry. 

With respect to corporate governance and conflict more generally, Mr Peacock 

produced an example from his previous membership of the governing body where a 

member had wanted to be part of the acquisition of SAJC land. He explained how that 

matter had been handled satisfactorily. He also told the Authority, that in the wake of 

the difficulties the SAJC had encountered in 2008, there would be point in receiving 

independent advice about probity regimes and conflicts of interest. 

Mr Peacock discussed with the Authority the tensions inherent in the SAJC having 

significant assets and TRSA being the racing controlling authority. He explored a 

number of mechanisms for resolution of those difficulties and expressed confidence 

that the on going relationship would be appropriate. Mr Peacock was also asked about 

how he saw the board operating, going forward. Mr Peacock indicated that he was 

confident of being elected chairman of the board and that he had already given 

thought as to how to engage with candidates elected from a group which he had 

opposed in the election. 

Mr Peacock referred the Authority to an 11-page letter he had sent to “about 375” 8 

members during the course of the 2009 election campaign in which he discussed his 

experiences on past boards which had had apparent divisions and disclosed 

8 

Mr Peacock said that he had been unable to get any more names and addresses in his 

endeavours. 

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Report 

involvements with various opposing candidates, with a view to explaining how he 

would work to achieve harmony on the board. 

He also indicated that he had given consideration to attending upon the Governor (one 

of the SAJC’s patrons) and meeting with Mr Gerard (another patron and a significant 

sponsor of the club). 

Finally Mr Peacock was asked how the board under his chairmanship would manage 

the executive staff. He indicated that the board would have direct engagement with 

divisional managers. He regarded centralisation of knowledge and power in the CEO 

as being an unfortunate way of operating. 

4.2.8 Bob Robertson 

Mr Robert Malcolm Robertson told the Authority that he was a member of the SAJC 

and had been declared elected to the board in the elections completed on 13 May 

2009. He identified an election statement posted on the website of the SAJC and 

adopted it as his. 

Mr Robertson told the Authority that he was engaged in the business of compiling 

racehorse “form”. 

Mr Robertson had previously been a member of the SAJC board. He volunteered that 

he had become motivated to again be a candidate for the SAJC board on account of 

what he had been hearing about the admission of what he regarded as significant 

numbers of new members. 

In his own words: 

... when I got to the annual general meeting—as soon as I was allowed a question, my first 

question was to John Naffine to say, “Would you please tell me—I almost don’t believe it, but 

I’m told that all the voting records, the slips and the list of names, have been shredded. Is that 

correct?” He didn’t give me an immediate answer but the usual thing of—et cetera. In the end 

he said, “Yes, apparently that is the correct—that is our normal practice.” I said, “Well”— 

anyway, I don’t need to tell you, but I then became convinced it was time I had another go and 

just see if we can get out of the mess to me we were so obviously in. That’s really where I 

come from. 

Mr Robertson told the Authority that, in addition to people sharing their concerns with 

the way the SAJC was being conducted and with the way new members were being 

recruited, he coincidentally came across an instance of a person being given a free 

membership. The circumstances made him concerned. 

Mr Robertson clarified that his concerns were about governance, and that he accepted 

that it was possible to achieve the right result by the wrong process sometimes. 

Despite governance failings, an organisation could have a successful business model 

and the correct strategic direction. He supported the present strategic model. 

Mr Robertson was asked about the process for validation of the memberships voted 

on at the October 2008 board meeting. He told the Authority that he had had no 

involvement in that process. 

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Report 

Mr Robertson was asked about the Rob Gerard letter. He told the Authority that he 

had had no foreknowledge of or involvement in the letter. Although the letter did not 

mention specific candidates, he understood the author to be encouraging members to 

vote for the group which included Kerry O’Brien, Harry Perks, Alistair McFarlane 

and Wayne Francis and to vote against the Transparency Plus group. 

Mr Robertson was asked about the Hi Maddie email and about the sending of text 

messages in the lead-up to the 2009 SAJC board vote. He told the Authority that he 

had had no foreknowledge of or involvement in those matters. 

With respect to business involvements in the racing industry, Mr Robertson told the 

Authority that the “form” business is his only involvement—he had formerly owned 

horses but these have all been sold. He explained that he could not see any potential 

conflict between his business interests and his duties to the SAJC and he did not 

believe that his business would ever be in a contractual relationship with the SAJC. 

Mr Robertson was asked about past SAJC chairmen Peter Lewis and John Naffine. He 

had had a long relationship with Mr Lewis, but they had differed over the events 

concerning the 2008 election. He knew Mr Naffine less well. He expressed an opinion 

that Mr Naffine was open to the influence of others: 

... My belief of what happened to John Naffine is that he was a basically decent guy who got 

on a slippery slope and the more he went down the slippery slope, he didn’t see the 

honourable way to get out of the slippery slope. 

In terms of the respective roles of TRSA as the racing controlling authority for horse 

racing and of the SAJC as an asset-rich member club, Mr Robertson related it to his 

time as a member of TRSA’s predecessor, the South Australian Thoroughbred Racing 

Authority. 

Mr Robertson explained to the Authority how he saw the SAJC board as functioning 

(with particular reference to corporate governance issues) and what he saw as the 

right relationship between the board and the CEO. 

4.2.9 Chris Sargent 

Mr Christopher Alan Sargent told the Authority that he was a member of the SAJC 

and had been declared elected to the board in the elections completed on 13 May 

2009. He identified an election statement posted on the website of the SAJC and 

adopted it as his. 

Mr Sargent told the Authority that he is, by profession and occupation, a lawyer. 

Mr Sargent explained that he had been a member of the SAJC on two separate 

occasions. Having been a member in the early 2000s and, having let that membership 

lapse, he had sought to rejoin the SAJC in 2007 on account of wanting to support a 

friend seeking election to the board (Greg Le Poidevin) and because he had acquired 

interests in racehorses. 

He noted that he had been able to join by simply filling in a form and paying a fee, 

with no waiting period and no scrutiny. This became remarkable for him when he 

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nominated for the board positions to be elected in 2008 and had his attention drawn to 

clause 7 of the constitution. He was concerned that he had not been validly admitted 

to membership. This concern was confirmed in a written advice from senior counsel. 

He told the Authority that he had formally raised the matter with the SAJC and had 

asked for a formal response. He received assurances that there was no difficulty with 

his membership in conversations with SAJC chairman John Naffine and vice 

chairman Travis McLeay. He was never provided with a written response to his 

enquiry or with a copy of the legal advice provided to the SAJC by Duncan Basheer 

Hannon. He remained a candidate in the 2008 elections. The election outcome was 

not announced on account of the injunction obtained by Bill Spear. 

Mr Sargent was asked about the process for validation of the memberships voted on at 

the October 2008 board meeting. He told the Authority that he had had no 


Mr Sargent was asked about the Rob Gerard letter. He told the Authority that he had 

had no foreknowledge of or involvement in the letter. Although the letter did not 

mention specific candidates, he understood the author to be encouraging members to 

vote against the Transparency Plus group. 

Mr Sargent was asked about the Hi Maddie email and about the sending of text 


had had no foreknowledge of or involvement in those matters. 

Mr Sargent was asked about his interests in the racing industry. He disclosed horse 

ownership. He engaged satisfactorily with the Authority on the subject of possible 

conflicts of interest and how they could be managed. 

Mr Sargent displayed an effective understanding of the respective roles of TRSA as 

the racing controlling authority for horse racing and of the SAJC as an asset-rich 

member club. 

Mr Sargent was asked about the potential for tension on the board, with the election 

outcome appearing to be that there would be 7 “Transparency Plus” members and two 

others. He told the Authority that he had known both of the others for some time and 

that he did not see that there would be a problem on the new board. 

Mr Sargent was asked about the experience of Bill Spear and Sharon Forrester-Jones 

being denied information requested as board members. He commented that he 

regarded that as inconsistent with good corporate governance. He articulated a clear 

view of the correct relationship between the board and the CEO. 

Mr Sargent was asked why he stood for the board after only 12 months of 

membership and responded that, once he had become involved, he perceived a need 

for legal expertise on the board. 

Mr Sargent was asked what he knew of an allegation that Steve Ploubidis had 

threatened the late Greg Le Poidevin after the March 2008 board meeting. He recalled 

a telephone conversation with Mr Le Poidevin in which he had been quite distressed 

at what he regarded as a threat from Mr Ploubidis. Mr Sargent explained that the 

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impact of anything which had been said would have been affected by an unrelated 

experience of Mr Le Poidevin being assaulted by a person involved in a child support 

matter, and also possibly by the knowledge that Mr Ploubidis had apparently been 

undertaking background research on his legal business. 

4.2.10 Ken Smith 

Mr Kenneth Ross Smith AM told the Authority that he was a member of the SAJC and 



his. 

He told the Authority that he was a dairy farmer and company director. 

Mr Smith was asked about the process for validation of the memberships voted on at 

the October 2008 board meeting. He told the Authority that he had had no 


Mr Smith was asked about the Rob Gerard letter. He told the Authority that he had 

had no foreknowledge of or involvement in the letter. When asked about the letter, he 

said: 

I thought at the time that, whilst maybe Rob Gerard was trying to say, “Get on and make these 

things happen,” I’ve been a bit concerned about the relationship of Rob Gerard with one or 

two of the board members, and perhaps even the chairman, in the activities leading up to the 

November election and then perhaps this. 

Do you read that letter as taking a position on who should be voted for in the election?—I 

guess I was concerned that it was that way a bit. 

Who was it supporting, Mr Smith? Was it supporting you?—No, it wasn’t. 

Was it supporting Bill Spear?—You can pick parts out of it that he was looking to get people 

to vote, but I think you can read into it that it perhaps was supporting others, yes. 

Mr Smith told the Authority that he had developed concerns with the admission of 

new members in 2008 and with the conduct of that year’s election partly from things 

he had been told by SAJC office staff and partly from what he regarded as the 

extreme confidence exhibited by certain candidates and, in particular, Mr Alistair 

McFarlane. 

Mr Smith told the Authority that he had raised these concerns with the then SAJC 

chairman John Naffine, prior to the close of voting. He suggested to Mr Naffine that 

any new members’ votes should be held. He quoted Mr Naffine as then admitting to 

paying for two, then a dozen or more and ultimately 26 new members. 

He regarded Mr Naffine as being very much under the influence of then CEO Steve 

Ploubidis: 

Instead of being the chairman controlling the CEO, it was the CEO controlling the chairman, I 

felt. 

Mr Smith was asked about the Hi Maddie email and about the sending of text 


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had had no foreknowledge of or involvement in those matters. In answer to a 

question, he indicated that the author of the Hi Maddie email might have been inviting 

people to vote for a group other than the one which included him. 

Mr Smith related to the Authority a conversation—subsequent to the 2008 election— 

which served to confirm his concerns about the 2008 election. As he understood it, 

one of the newly admitted members was very excited to have become a member and 

had learned, in January 2009, that she had also voted at the 2008 election. 

Mr Smith was asked about ways in which his business interests were involved with 

the racing industry. He and his wife own approximately 20 horses; he understood that 

the registration, stewarding and judging and other integrity functions for racing are 

the responsibility of TRSA, rather than the SAJC. He agreed that it was possible that 

his companies might become sponsors of racing or become suppliers of dairy products 

to the SAJC. He demonstrated a thorough understanding of the rules concerning 

related party dealings and how conflicts of interest should be managed. 

He also displayed a clear understanding of the separate roles of TRSA and the SAJC: 

with the former being responsible for the racing calendar and the racing event and the 

latter for providing the race day facility. 

Mr Smith was also asked of his experiences of dealings, when he was a TRSA board 

member, with the SAJC as represented by Mr Ploubidis. He described frustration at 

TRSA being treated with contempt by the SAJC, particularly when seeking financial 

accountability. He described Mr Ploubidis as being a particular type of person, very 

clever, doing some good things but requiring a very strong board to keep him in 

check. He did not regard the recent SAJC boards as providing that requirement. 

4.2.11 Steve Ploubidis 

Mr Steven Ploubidis told the Authority that he had been the CEO of the SAJC from 

2001 until 2008 and that he was, at the time of the examination, unemployed. 

He was asked about his qualifications and employment experience. 

He holds a Bachelor’s degree in Education, a Master’s degree in Business 

Administration and a Diploma of Teaching from the University of Adelaide. 

He worked for 5 years as a teacher in the State system, then with the Sparr Group 

(establishing and managing restaurants and consulting on major events) for 11 years, 

another hospitality services group for 2 years and then with the South Australian 

National Football League (as catering operations and special projects manager) for 5 

years, prior to joining the SAJC as CEO in 2001. 

In response to questions about the preparation he undertook for his role as CEO, he 

answered that had not undertaken any purpose-specific study but that some aspects of 

his MBA studies would have been relevant. He told the Authority that he had read the 

SAJC constitution but not to the point of analysing each individual item. He was 

aware that the position of CEO is specifically mentioned in the constitution and he 

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stated his understanding of the CEO’s role to be to run and control the affairs of the 

business. 

Mr Ploubidis accepted that as CEO, he had an obligation to supervise the SAJC office 

in a way that ensured the SAJC constitution was complied with in respect of the 

specific provisions governing admission to membership and the maintenance of a 

register of members. He accepted that the SAJC board was the decision maker in the 

SAJC and that administration of decisions was the role of the CEO. He also accepted 

that admission of persons to membership was something that could only be done by 

the board. 

In respect of how the SAJC board functioned, Mr Ploubidis told the Authority that 

there was, from the time he arrived, a culture of division which apparently dated to 

1996. He noted that there were people very antagonistic towards the board and stated 

that these people have continued to play a significant role “behind the scenes”. He 

stated that the board over his time had had to change the model of the business to 

align it to the present market’s demands, while coping with “the factions”. 

Mr Ploubidis regarded some of the board members as being very good, professional, 

successful people who could make a good business or strategic decision. He gave, as 

an example of others those “who were on the board because they had promised that 

they wouldn’t put the beer up for 12 months”. Notwithstanding there being these two 

distinct groups of board members, he regarded the board as operating well, 

considering the issues it faced. 

Mr Ploubidis was invited to comment on the balance of conflict and harmony on the 

board in relation to strategic and day-to-day decision making. He observed that 

conflict can lead to robust discussion and that robust discussion was important. Some 

strategic discussions were good and some were very poor. Likewise, sometimes the 

board dealt well with day-to-day issues while at other times it spent significant time 

on relatively trivial matters. 

Mr Ploubidis was asked about young SAJC member recruitment. He stated that there 

was a long standing problem, not limited to Adelaide, with declining numbers and 

increasing ages of members. 

In respect of 2008, Mr Ploubidis referred to a comment, said to have been made by 

Mr Naffine in June or July, that he wanted the membership to exceed 2000 people. Mr 

Ploubidis believed that the remark had been documented, but that it might not have 

been minuted if the chairman had not thought it significant. He expected that any 

remark which prompted significant activity would be minuted. 

Mr Ploubidis agreed that this meant Mr Naffine sought a quick increase in members 

of about 400 and he responded to the challenge with several promotions, with activity 

on social networking site Facebook and through email campaigns. 

Mr Naffine contributed by purchasing 30-odd memberships. This was done by Mr 

Naffine providing Mr Ploubidis with the application forms and his credit card. 

Mr Ploubidis described vice chairman Travis McLeay as being “a lot more bullish 

about the recruitment process”; he said that Mr McLeay gave him the details of four 

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credit cards and asked Mr Ploubidis to find members that Mr McLeay would be 

prepared to pay for. He described what he then did: 

I didn’t have the time to go out and start talking to people and suggest to them or encourage 

them to join the Jockey Club, though I did with individuals. I then found eight, 10 people and 

said, “Look, I have a person who’s willing to sponsor young members to become members of 

the club. You enjoy coming to the races. Go and find...” or “... have you got access to five, 10, 

20, 30 people that want to become members? If you do, let me know, and you can download 

the application form from the web and those people can become members and enjoy the race 

days that are coming up and we can continue to build up our membership from the bottom up 

and introduce them to racing. Let’s try and get them here to begin with.” 

Mr Ploubidis identified the people who assisted him with this. They included some 

employees of the SAJC, an individual associated with the Church Nightclub, a Mr 

Jordan Katalanis, a Mr Con Raftopoulos and, through Mr Raftopoulos, a Mr Troy 

Gray. 

Mr Ploubidis explained that, although the SAJC has used the services of Mr Troy 

Gray (hosting marquees, etc), he chose to have Mr Gray approached through Mr 

Raftopoulos who was the landlord of Mr Gray’s business premises. Mr Raftopoulos 

provided Mr Gray with the opportunity to promote Mr Gray’s business through 

offering paid-for memberships of the SAJC. Mr Ploubidis accepted that Mr 

Raftopoulos would also obtain a benefit in the transaction. 

Mr Ploubidis advised that in the vicinity of 350 to 360 people were recruited to 

membership in the manner described. 

Mr Ploubidis was asked to comment on analysis undertaken by Lipman Karas which 

suggested that, as at the end of 2008, 81 percent of those new members had not used 

their membership. He was unconcerned at this, on the basis that there had not been a 

significant racing event between the members being admitted and the date of the 

analysis. 

Mr Ploubidis confirmed that some of the people who assisted with the membership 

recruitment were employees of the SAJC marketing department. When asked why the 

membership drive had not been a structured activity of the marketing department, Mr 

Ploubidis answered that the limited resources of the marketing department would not 

have allowed for this and the people concerned would not have had the time. 

When asked whether this marketing drive, supported in particular by Mr McLeay 

paying for a significant number of the new members, had been reported to the SAJC 

board, Mr Ploubidis responded that he had not reported it to the board at the request 

of Mr McLeay. Mr Ploubidis believed that Mr McLeay did not want others (at least 

others on the board) to know that he had been paying for memberships. 

Mr Ploubidis was asked to describe the steps taken within the SAJC office to process 

membership applications and have them presented to the board for approval. The 

result of this was the production of a list included in the plenary papers which went 

out 7 to 10 days in advance of the board meeting. In relation to the October 2008 

meeting, Mr Ploubidis asked the membership officer to process additional 

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membership forms which had come in between the despatch of the Plenary papers and 

the meeting, so that they could be approved by the board in that month. 

Then followed this exchange: 

And why did we want to have them processed in that particular month?—So they had the 

ability to exercise their voting powers at the AGM. 

And why did we want them to be able to vote at the AGM?—We wanted them to vote at the 

AGM, because they were encouraged to vote in a particular way that would continue the 

strategy that had been put into place for the last 11 to 12 years. 

Mr Ploubidis identified the “group that supported change and innovation and 

continual improvement of racing facilities” as being then board members Wayne 

Francis and Alistair McFarlane and candidates Richard Lovell and Kerry O’Brien. He 

told the Authority that, so far as he was concerned, these candidates were not aware 

that they were the beneficiaries of encouragement that would be given to young SAJC 

members in the exercise of their voting preferences. Further, he told the Authority that 

none of the candidates for the 2008 board elections would have been aware of the 

purchase of memberships or any encouragement that would be given to the new 

members to vote in a particular way. 

Mr Ploubidis was asked about how the encouragement was conveyed. He explained 

that, when he personally spoke to a small number of the new members approved at the 

September and October 2008 board meetings, he outlined the politics of the SAJC 

board and the coming election. From this the new members would understand how 

they were being encouraged to vote. He told the Authority who was in that relatively 

small number group to whom he spoke personally; he said that he was unaware of 

how the encouragement was communicated to the others. In his words: 

I don’t know whether these people voted, who they voted for and whether they aligned 

themselves with the recommendation, whether they didn’t, whether they voted for the other 

group. I have no idea because I did not—contrary to perhaps the inference in the report and 

some comments that may or may not have been made that voting slips were perhaps held back 

and completed or I deliberately went around and visited 300 people and told them how to 

vote. No, that did not happen. 

Then followed this exchange: 

...you understood that it was Mr McLeay’s desire that the new young members be encouraged 

to vote in a particular way?—Well, I did read in the report that Mr McLeay had no idea—I 

can’t specifically—I have marked it in my folders—that he had no idea—I shouldn’t say “no 

idea”. I can’t remember the exact reference but it was to the point of: “Well, I don’t know how 

they voted and I certainly didn’t tell anyone how to vote, or I didn’t pay on the basis they had 

to vote a certain way.” 

Do you disagree with that?—Why would anyone spend $25 000? ...of course I disagree with 

it. 

Yes. So as far as you were concerned Mr McLeay was involved in recruiting members actively 

to determine how the vote would ultimately fall. He was trying to buy a result, if you like.—He 

was—that’s a very direct way of putting it. 

Mr Ploubidis was asked about his censure by the SAJC board over the matters 

concerning The Rewards Factory Limited. He told the Authority that none of the 

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candidates for either the 2008 or 2009 elections was aware of the detail of the 

selection process at the time of procurement. Those on the board at the time of 

procurement were aware that the contract had been let because it required a $50 

increase in the annual membership fee to fund the loyalty arrangements. He also told 

the Authority that his superannuation fund acquired its shareholding in the Rewards 

Factory some 12 months later and had paid for it. 

Mr Ploubidis was asked about the payment made to him in respect of long service 

leave (converted into a loan). He explained that, even though the payments were made 

in three separate cheques each of less than $10 000, they would not have been 

disclosable to the board as they were, at the time, payroll payments. He told the 

Authority that payroll payments were usually made by bank transfer but that, if any 

employee requested a payment by cheque, that would be done. He explained 

circumstances when this might occur but was not able to point to a specific instance. 

He told that Authority that the chairman and one other board member knew of the 

payment at or about the time it was made. By the time of the 2008 annual general 

meeting, it had become the subject of racecourse discussion and the matter itself was 

raised at the annual general meeting. (The transaction had been the subject of a note to 

the accounts.) 

Mr Ploubidis was invited to offer opinion as to the suitability of the 9 newly elected 

board members. The name of each was put to him in turn. 

In relation to Bill Spear, Mr Ploubidis pointed to instances where Mr Spear had been 

prepared to break quorum to frustrate business before the SAJC board and to 

instances where the board had censured him for code of conduct breaches (about 

speaking to the media about SAJC issues). He also identified personal issues: Mr 

Spear had made it clear to him that he wished him removed as CEO, and also used 

disparaging language (about which Mr Ploubidis had made a harassment complaint to 

the SAJC). Mr Ploubidis echoed a Lipman Karas observation that Mr Spear, in 

pursuing his agenda, had his focus taken away from fulfilling his duties as a board 

member. Mr Ploubidis described Mr Spear as a non-contributor and accepted a 

suggestion that Mr Spear was a troublesome board member. 

Mr Ploubidis cited circumstances in which he regarded David Peacock as having 

lacked candour in his dealings with him. 

He offered nothing adverse concerning suitability about Sharon Forrester-Jones, Ken 

Smith, Bob Robertson, Chris Sargent, Tony Newman, Kerry O’Brien or Harry Perks. 

4.2.12 Kerry O’Brien 

Mr Kerry Dennis O’Brien told the Authority that he was a member of the SAJC and 



his. 

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He told the Authority that he was a director of a number of companies; their activities 

include breeding and racing thoroughbred horses and investing in property, and 

formerly included offering personal fitness services. 

Mr O’Brien was asked about the process for validation of the memberships voted on 

at the October 2008 board meeting. He told the Authority that he had had no 

involvement in that process. He expressed shock at the apparent irregularities which 

had led to that process. 

Mr O’Brien was asked whether he was surprised to learn that an SAJC board member 

had paid for a large number of memberships so that those being recruited would be 

encouraged to vote for particular candidates at the election. He answered: 

I am. I was shocked. I am shocked, yes, and I think that was pretty bad; pretty poor. It’s not in 

the spirit of normal election in that sense if it’s all founded and correct, as it appears to be. I 

was not very happy myself to be thinking that I was part of—as I’ve been branded—a selected 

candidate or something. 

Mr O’Brien told the Authority that, at the time, he had no idea that he was one of the 

candidates the incoming members were being encouraged to vote for. 

Mr O’Brien was asked how he came to be a candidate for the SAJC board in 2008. He 

told the Authority had he had been approached by then SAJC board member Alistair 

McFarlane. Initially he had been reluctant to be a candidate because of the level of 

commitment which would be involved. However, as he explained, he was concerned 

about what he had been reading in the media about issues such as the sale of 

Cheltenham racecourse and the closure of Victoria Park Racecourse. Considering the 

options for the future and the availability of the Cheltenham sale proceeds, he had 

overcome his reluctance. 

When he made his decision, Mr O’Brien—having tried to contact Mr McFarlane 

without success—called Mr Ploubidis to advise it. Mr O’Brien recalled that Mr 

Ploubidis responded, “Oh, I think you’ve done the right thing, a wise decision. We’re 

very pleased that you’ve come on board.” Mr O’Brien attributed this attitude of Mr 

Ploubidis to the background and experiences Mr O’Brien would bring to the SAJC 

board. 

It was suggested to Mr O’Brien that it was clear, by the time of the 2008 election, that 

he had aligned himself with a faction supportive of Mr Ploubidis. He responded: 

You could probably say that but at the same time—yes, I guess so, it seemed that way, but that 

wasn’t how it started and it became clear that they—as I said to you, that they were saying that 

he’d brought in considerable moneys that they were surprised that they’d obtained, and all that 

was all pretty healthy. I mean, when you consider the—I don’t know—the state of play 

financially, it wasn’t good for the Jockey Club, and so if they were going to have 

improvement and move forward and procure more stake money for racing, for the 

stakeholders in the industry, it will benefit breeders, owners, trainers, all of that—well, then, 

yes, I was in support of that and, yes, I did then learn that there was this faction—the two 

factions. 

But I did not know—and I can swear on any Bible—I did not know anything about this vote 

stacking allegation that evolved, to my knowledge, right—virtually the night when Rod 

Sawford stood up, but there were points made in the paper the day before about Bill Spear 

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wanting discovery of documents and things, and that’s when I then started to—I thought that 

when the election was not announced and injunction was applied, I was extremely shocked 

and surprised. In fact I was very annoyed, as it evolved over time, from then on, to think that 

why did this happen? Why did they do that? And you know, I didn’t—just a personal opinion, 

I thought it wasn’t necessary. I probably—it’s a personal judgment, not in discussion with 

anyone else—I probably thought, well, they became very frustrated and desperate, or 

whatever, in terms of wanting better control at board level. I don’t know. That’s all I can 

assume. 

In further questioning, Mr O’Brien was invited to express a view as to whether the 

outcome of Mr Spear’s legal proceedings—which had started with an application for a 

temporary injunction to restrain the announcement of the 2008 election result and 

concluded with a settlement which included the fresh elections in 2009—had justified 

the initiation of those proceedings. Mr O’Brien responded that he wondered about the 

legality of the settlement and the validity of the 2009 election. 

Mr O’Brien did accept that, in the proceedings, the SAJC had admitted that there had 

been serious problems with the 2008 election. He then raised some concerns about the 

propriety of Mr Spear by reference to a photograph appearing in the Advertiser on 9 

May 2009, showing Mr Spear and certain associates in a room with what were said to 

be leaked SAJC membership forms (see the report of Mr Spear’s examination on 

page 27). He agreed that Mr Spear would have, as an SAJC board member, a right of 

access to the forms but only at the SAJC office. He qualified his remarks by saying 

that he had formed his view on the basis of what had appeared in the Advertiser and 

had no evidence that Mr Spear had participated in the provision of SAJC records to 

others. 

Mr O’Brien was asked about his candidature for the 2009 election: 

Mr O’Brien, how did you come to be on the ticket of nine for the current election?—There was 

a group of concerned businessmen who decided they’d thought enough is enough in regard to 

all the bad publicity. I mean, I’ve got to say as a member I think it has been terrible for the 

whole industry. It has been terrible for the members. I feel real concern for the membership 

base of the Jockey Club. You’d have to even ask yourself why in the hell are you a member 

almost, because all the exposure, the terrible publicity that’s gone on—that’s been out there, 

been exposed. It’s terrible. I feel sorry for the staff. I feel very concerned for the staff at the 

Jockey Club. I guess the people that came on this group decided that it was time to stand up 

and offer themselves for, you know, election. 

Who organised the group?—It wasn’t me. I just don’t know how it exactly evolved. 

This was taken further by reference to Mr O’Brien’s election policy statement and 

those of the other 8 candidates: 

Who coordinated the preparation of the manifesto document?—It was just a creative person. 

A creative person?—Well, it’s all our own wording. 

Yes.—Like, you’ve seen my prior one here. That had to be abbreviated back to 250 words. It’s 

not easy, I guess, and so that’s—they’re pretty much each individual’s wording. 

Your manifesto is—there’s an opening paragraph that talks about you and the rest of the 

wording of it is identical with the other eight candidates’ manifestos. That’s correct, isn’t 

it?—That it’s consistent with them? Yes. 

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It’s identical, isn’t it?—Look, I haven’t studied those, but I assume—yes. Like, if you’re 

telling me. 

Do you know who it was who edited those words into that format?—No. I have had contact 

with a creative person who sort of knocked—certainly knocked mine into shape. 

Mr O’Brien, you can see that I’m simply trying to get you to tell us who was organising this 

group. If I have to, I’ll ask...—That person was not organising the group. No way, shape or 

form. As time went on, if anyone was organising the group, it was me. 

Right, so you became the de facto leader of the group?—Yes, and it was de facto. It wasn’t a 

nominated situation. Harry [Perks] sat at the end and I sat next to him and... 

Through a process of osmosis?—A process of evolvement, yes. 

Mr O’Brien was asked about the Rob Gerard letter. He told the Authority that Mr 

Simon Gerard had approached him, on behalf of Mr Rob Gerard, about a letter being 

circulated in respect of the election. Mr O’Brien described the letter as a bipartisan 

letter, from a patron of the SAJC, encouraging members to vote. 

Mr O’Brien told the Authority that he and the other 8 candidates were shown a draft 

of the letter before it was circulated. As to whether this was an invitation to comment 

on the letter, Mr O’Brien responded that his group was aware of the letter. 

Mr O’Brien had no knowledge of any other candidate being made aware of the letter 

prior to it being circulated. Mr O’Brien was asked whether, if the Rob Gerard letter 

had been shown to no other candidates, that might cast doubt on its bipartisanship; he 

responded that that would depend on the content, which he regarded as really being 

about encouraging people to vote. He agreed that, at the time, he had not turned his 

mind to whether the letter was bipartisan. 

Mr O’Brien was asked whether it surprised him that a lot of people regarded the 

sending of the letter by Mr Gerard as being partisan and improper. He answered: 

It did surprise me, to be honest. Yes, it did—the answer is to that. 

Mr O’Brien was asked about the Hi Maddie email. He told the Authority that neither 

he nor, to his knowledge, any of his group, had any involvement in the sending of that 

email. 

Mr O’Brien was asked about the sending of text messages to the mobile telephones of 

SAJC members. He told the Authority that he had become aware of this practice at a 

lunch at Morphettville, where he was shown one of the messages. He told the 

Authority that he had not been involved in sending text messages. 

Mr O’Brien was asked about the relationship between TRSA and the SAJC, about 

raceday operations, registration of horses and management of race stewards, about the 

financial arrangements for stake money and about how the application of the proceeds 

of the sale of Cheltenham Racecourse would relate to stake money. He accepted a 

number of propositions about these issues and indicated that he expected to do some 

learning about these issues now that he is on the SAJC board. 

Mr O’Brien was asked about a passage in his election policy statement dealing with 

the proposed candidature of Mr Sam Hayes. He explained that Mr Hayes had 

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discovered, after the close of the membership validation process, that the class of 

membership he held (corporate membership) did not entitle him to be a candidate for 

the board. Mr O’Brien explained that he was disappointed with this outcome, noting 

the long connection Mr Hayes and his family had had with South Australian racing. 

He went on to explain that Mr Hayes could have been accepted as a candidate at the 

election through a process which involved a unanimous vote of the then 5-member 

SAJC board. This was not undertaken and Mr O’Brien noted that two of the 5 

members were also candidates at the election. 

Prior to the conclusion of the 2009 election, Mr O’Brien had communicated with the 

Authority (by email) some concerns he had with the election process. The Authority 

gave him the opportunity to raise those matters as part of his examination. 

Mr O’Brien expressed concern that his group had been refused the opportunity to 

send a mailing to all members of the SAJC when, as he saw it, Mr Peacock had sent a 

long letter to as many as 500 members 9 . His request had been made to the SAJC 

which, after taking advice from the Electoral Commission (as its election contractor), 

had declined the request. 

Mr O’Brien regarded that number as a significant proportion of the electorate, noting 

that usually the number of votes cast is about 1000; he questioned whether such a 

mailing could have been undertaken on the basis of members’ names and addresses as 

known by the originator of the mailout. He told the Authority that a number of older 

SAJC mailing lists existed and, indeed, that his group had been offered one of them 

for use in its campaign. (Mr O’Brien had declined that offer.) 

Mr O’Brien did not consider the election to have been contested on a level playing 

field. At the time of appearing before the Authority, he and his group had not made a 

decision about challenging the election—they were reserving their rights. 

Mr O’Brien expressed particular concern about an article which appeared in the 

Advertiser on 18 April 2009. The article was headed “Steve’s team or the other team”, 

it included photographs of the Transparency Plus candidates and the Group of 9 (of 

which he was a member) except for him. He expressed his frustration: 

and later: 

Believe it or not, I’m not even a candidate. Every candidate is mentioned there, but I’m not. 

All they did constantly throughout this was just associate our group totally with Ploubidis. 

Now, many members were offended by that, including me. I mean, I wrote the very next day I 

called the Advertiser and I spoke to... I asked for Simon White, who was the journalist. He 

was not there, so I was put through to Kim Wheatley, she’s chief of staff. I spoke to Kim 

about it. I said, “Look, we want this resolved. This is terrible.” I mean, that is a quantum leap 

to suggest that by any stretch of the imagination we recognise and accept the dismissal of 

Steve Ploubidis. We had stated that. On that basis, to brand everyone in this group I mean, I 

think one of the persons in our group had never even met Steve Ploubidis. It’s just pushing 

one way all the time. I mean, it was constant. 

9 

Mr Peacock had put the number at “about 375”—see page 32. 

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He also expressed a perception that while some candidates had been allowed to send 

letters, his had been “quashed” and that, by reference to conversations having taken 

place between officials of the Electoral Commission and some candidates, the 

inference should be drawn that tacit (if not overt) approval had been given to those 

candidates’ activities. He felt that the conduct of the election had been one-sided, 

unbalanced, biased and unfair and that, by reason of that, his team had been 

disadvantaged. 

Mr O’Brien was asked how tension on the board might be managed, noting that he 

and Mr Harry Perks might find themselves a minority of two on a board of 9. He 

responded: 

I stated the night of the announcement of the successful candidates for the board I stated that I 

commit to work for the future and betterment of racing with the new members of the board, 

and that I’m here to support those members that voted for me. Not just them, but all members, 

I stated, and I’m only interested in racing for the betterment and future frankly. I don’t go in 

there... look, subject to certain outcomes here, I’ve got to say that. 

4.2.13 Harry Perks 

Mr Brenton Harold Perks told the Authority that he was a member of the SAJC and 



his. 

Mr Perks holds a Bachelor’s degree in Economics and is a member of the Institute of 

Chartered Accountants. He currently runs a business called Perks Property 

Investments—it puts its client investors together into properties which it then 

manages. The properties include about 20 major shopping centres around South 

Australia and Queensland. Mr Perks also has a company, called Toorak Park Stud, 

that breeds horses. 

Mr Perks was asked what he knew of the young SAJC member recruitment activity 

undertaken in 2008. He was aware that some people who work for him and at Perks 

Accountants (including his son) had joined, and therefore that there was a 

membership drive under way. Other than that, he had no knowledge of the activity. 

He did not pay for his son’s membership or that of anyone else. 

In respect of corporate governance, Mr Perks expressed the view that a question about 

the CEO’s remuneration raised by a member at the board should be dealt with openly 

and he agreed that there can be no secrets between an organisation and the members 

of its governing board. He also felt that what was discussed in the board room needed 

to stay in the board room. 

Mr Perks told the Authority that he had had no involvement in the process for 

validating memberships in advance of the 2009 elections. 

Mr Perks was asked how he came to become a candidate for the elections as part of 

the group led by Mr Kerry O’Brien. He told the Authority that he had become upset at 

some of the things which had been happening in the racing industry and that he 

wanted to work to keep things moving in the right direction. He did not regard himself 

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as being approached or recruited by any individual person, although he did 

particularly speak with the former vice chairman, Mr Travis McLeay. 

Mr Perks confirmed that, as the arrangements for the Group of 9 candidates evolved, 

Mr O’Brien became the de facto leader. 

He explained that the policy statement arose from common, shared principles. He 

confirmed that he personally was in favour of increased stake money, but that he was 

also concerned to repair the damage done to the image of racing and the brand of the 

SAJC. 

Mr Perks was shown the Rob Gerard letter. He recalled receiving it, but did not recall 

seeing it prior to its general circulation (although he could not be definite about this), 

as per the following exchange: 

Do you recall whether you had seen it prior to it being circulated?—I couldn’t be definite 

whether I have or not. 

Is it possible that Simon Gerard approached members of your group and indicated that his 

father would be interested in writing a letter to the members about the election, and that your 

group was invited to comment on it?—All I’d like to say to that is that I don’t go out of my 

way to get special favours from people. I stand on my own platform when I stand for a thing 

and I just don’t get down to this level. 

I accept that, but is it possible that your group was shown a draft of that letter before it was 

circulated?—It is possible. It is possible. 

But it’s not something that you know. Is that what you’re saying?—It’s not something that... I 

suppose what I should say that there’s people on here that probably haven’t got my profile and 

find it hard to get on the committee, and people were trying to work out how they could get, 

you know, better whatever... advantages on recommendations or whatever. So, like I said, I 

don’t get really involved in this area, because I don’t need that help. 

Mr O’Brien told the Authority that he had seen a draft of this letter and was aware that it was 

going to be circulated prior to its circulation.—Mr O’Brien was running with those sorts of 

things. 

Mr Perks was asked about the Hi Maddie email and the sending of text messages to 

members. He told the Authority that he had had no involvement in the sending of 

either. 

Mr Perks was asked about a letter to the editor of the Advertiser, published on 22 

December 2008 and attributed to him, Rob Gerard AO and Wolf Blass AM (extracted 

in Appendix F). He explained: 

Wayne Francis and Alistair McFarlane were pretty upset about the bad press that was coming 

out in the media, and they wanted... seeing that Wolf Blass and myself, when the proceeds of 

Cheltenham were sold, were going to be on a committee to look after those funds, together 

with Rob Hill Smith, not Rob Gerard. So it was Wolf Blass, myself and Rob Hill Smith, and I 

think that Rob Hill Smith was away. So they suggested that if we agreed with these points 

could we get Wolf and Rob Gerard to sort of send this letter into the paper with a bit of 

positive news, because we were just sick of all this bad news. And that’s basically what that is, 

just setting out what’s happening in this industry that’s good at the moment. 

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He later continued: 

It says here: “The recently stood down CEO, Steve Ploubidis, has been the scapegoat in an 

unfortunate chapter...” 

Now, what has come out since, the innuendos that have come out since, I’m not sure if that’s 

right or wrong now, because he still hasn’t been proven guilty from what I understand, but 

that’s how we saw it at that time. That’s all I’ve got to say. 

Mr Perks told the Authority that he did not draft the letter, although he did at the time 

agree with its contents (otherwise he would not have signed it). He believed that the 

author of the letter was Alistair McFarlane. 

Mr Perks was told that, in evidence before the Authority, Mr Ploubidis had said that, 

for the express purpose of fulfilling the wish of a member of the board who was 

prepared to pay for memberships, he set about recruiting young SAJC members with a 

view that they would be encouraged to vote in a particular way in the November 2008 

election. Mr Perks responded that he did not have a problem with the recruitment of 

young SAJC members, but that he could not agree with telling them how to vote. 

Mr Perks was asked about the relationship between TRSA and the SAJC, and about 

managing conflicts of interest. He demonstrated a clear understanding of the 

principles and how the issues should be managed. 

Mr Perks was asked about the circumstance in which he might find that he and Mr 

O’Brien had become a minority of two on the SAJC board. He gave the following 

assurance: 

Look, my attitude is, very simply, I’m on this board to do what’s best for the SAJC and racing, 

and if I’m on the other side of the other people, I’ll do my best to change their view to what I 

believe is the best view, and that’s all I can do, and if over time some of the people on the 

other side think I’m making more sense than some of the other people, then I’m sure things 

can change. 

4.3 Second round 

4.3.1 Wayne Francis 

Mr Wayne Frederick Francis told the Authority that he had been a member of the 

SAJC board for the four years preceding the November 2008 election and that he had 

been a candidate in that election and in the 2009 election. 

Mr Francis was asked about how the board had functioned, in his experience. He 

responded: 

The first board meeting that I was at went for nine hours, and some of the old board members 

that were there—because there was four new board members elected I think, at the time—no, 

two or three—I think it was three—a couple of the old board members got up and said, 

“That’s one of the best board meetings we’ve had, where we’ve got a lot of business through, 

where there was no bickering, fighting, there was good conversation between board members, 

there was no animosity whatsoever”—and that first year or so was quite good. 

... 

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Then Mr Spear got elected to the board and I was a little bit disturbed at the first meeting after 

it was announced that he was elected to the board. There was a group of us standing around 

and he walked up and he very blatantly pointed to Peter Lewis and said, “I’m here to get rid of 

you.” And he pointed the finger at Steve Ploubidis, “And to get rid of you.” Then the 

chairman called him to order. The board meetings after that were—Bill just had virtually a 

mandate to get rid of those two people. 

Mr Francis told the Authority that he felt that the way board member information 

requests were handled was “pretty right”, although he did ask for details of the CEO’s 

remuneration and was told by the then chairman (Peter Lewis) that the information 

was confidential and would not be provided. 

Mr Francis was asked about the young SAJC member recruitment drive in 2008. He 

had been alerted to it by Bill Spear and took the matter up with the chairman, John 

Naffine, who assured him that all of the new memberships had been paid for. He had 

taken this to mean that the new members had themselves paid for the memberships. 

He was not aware that 161 memberships had been paid for by Mr McLeay or that he 

was one of the candidates who would benefit from encouragement given to the 

members as to how they would vote. 

Mr Francis recalled that Mr Ploubidis’s ownership of shares in The Rewards Factory 

Limited was discussed at the March 2008 board meeting. He did not recall any 

conversation between the late Mr Le Poidevin and Mr Ploubidis at the post-board 

meeting gathering. 

4.3.2 Travis McLeay 

Mr Travis John McLeay told the Authority that he had been a member of the SAJC 

board for approximately 9 years until the outcome of the 2009 elections. He had been 

vice chairman for the past 12 months and before that deputy vice chairman. 

Mr McLeay told the Authority that he was a director of a private company which is in 

the floor covering business. 

Mr McLeay was asked about how the board functioned. He felt that it could have 

been more harmonious but that he regarded the board as being an effective board. 

Mr McLeay also thought that requests for information were handled “quite 

reasonably”. In relation to whether it was acceptable for the CEO’s remuneration to 

be a secret from the board, he responded that that was the way it had always been in 

his time. 

Mr McLeay was asked about the recruitment of young SAJC members in 2008. He 

agreed that 161 new memberships had been paid for on his credit card. He told the 

Authority that the members had been “found” by the then CEO, Mr Steve Ploubidis, 

and that Mr Ploubidis had asked him to pay for them. He also told the Authority that 

he had been reimbursed for about half of the memberships which had been charged to 

his card from two sources. 

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Mr McLeay was directed to provide the name of one of the sources (being a fellow 

member of the board) and the Authority was otherwise satisfied to be told that the 

other source was not a patron of the SAJC. 

Mr McLeay was asked whether he or Mr Ploubidis had initiated the young SAJC 

member recruitment activity. He indicated that Mr Ploubidis was the initiator. Then 

followed this exchange: 

If I could just attempt to paraphrase it. I appreciate that this might have been several 

conversations over several days or it might have been one conversation one night, but was it 

Ploubidis coming to you and saying, “Travis, I’ve got the answer to our membership 

problems; I’ve got people organised who can be members; I just need some financial support 

to get it happening. Would you be prepared to pay for a few of these?” Is that the sort of 

conversation?—Correct. 

So on no account was it you going to him, saying, “I’m prepared to sponsor a large number of 

members and I want you to recruit some people who will be the right sort of young members 

for the club”?—No. I may at some stage have mentioned that I would be prepared to help 

some young members join the club. I really can’t remember; it’s that long ago. 

How forcefully would you have put that proposition to him?—Forcefully? It wasn’t forcefully 

because he already had the young members. There were young members there that were 

offered to me to join the club. 

Mr McLeay was referred to transcript of Mr Ploubidis’s evidence which suggested 

that Mr McLeay was the driving force in the young SAJC member recruitment drive. 

Mr McLeay totally disagreed. Mr McLeay further denied that he had ever instructed 

Mr Ploubidis to keep his involvement confidential. That matter was never discussed. 

Mr McLeay was asked about the encouragement apparently given to the new 

members to vote. He said: 

I was prepared to pay for memberships, but I was certainly not prepared to involve anybody or 

get anybody involved in the way they voted. Whether they voted or not wouldn’t worry me. 

But I can assure you that I had absolutely—there is no way in the world I’d have any 

involvement in something like that. That is just not me. 

Mr McLeay was asked about the CEO’s employment contract. He told the Authority 

that the contract came up for renewal in mid-2008 and that he had been involved in a 

decision to extend it for 2 years, in circumstances where Mr Ploubidis had requested a 

4 year extension. Mr McLeay told the Authority that his involvement had related only 

to the decision to extend, and that the remuneration would be a matter between the 

chairman (Mr Naffine) and Mr Ploubidis. 

Mr McLeay was asked about the outcome of the 2008 election. He noted that the 

numbers appeared higher than in past elections and that the four winning candidates 

had received 743, 660, 640 and 579 votes. He expressed a view that, in past elections, 

it would have been possible to be elected with 400 votes. 

Mr McLeay was asked whether he recalled an unminuted portion of a board meeting 

which discussed the cashing out of Mr Ploubidis’s long service leave entitlements. He 

did not. 

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In relation to March 2008 post-board meeting conversations, Mr McLeay told the 

Authority that he had not been present. 

4.3.3 Peter Pedler 

Mr Peter David Pedler told the Authority that he was a principal in the law firm of 

Duncan Basheer Hannon, which had provided legal advice to the SAJC over an 

extended period of time. 

Mr Pedler was asked about advice provided to the SAJC about the process of 

admission to membership in 2008. 

He explained that he was instructed by telephone by Mr Brenton Wilkinson and Mr 

Steve Ploubidis (the latter being in Japan at the time). He explained the issue as 

follows: 

I understood that the process that was set out in the constitution of the SAJC for the grant of 

memberships of SAJC had not been complied with for at least a number of years and probably 

at least eight or nine years. I understood that a question had been raised as to whether 

members of—sorry, whether persons who were on the membership roll as members of SAJC 

who had been admitted to membership after at least 2000 were properly members of SAJC 

and I was required to provide advice on that issue. 

Mr Pedler told the Authority that he prepared his advice in consultation with senior 

counsel. He also told the Authority that he had subsequently seen the opinion 

provided by Mr Sargent and, noting that the two differed, he remained of the view 

that his advice was correct. Further, nothing else that had happened since had changed 

his view. 

Mr Pedler was asked about a demand from Griffin Hilditch, acting on behalf of Bill 

Spear, for preservation of the relevant election documentation. Mr Pedler told the 

Authority that, as soon as he became aware of the demand, he telephoned Mr 

Ploubidis and was told that the envelopes had already been destroyed. He said that, 

had he been told that they still existed, he would have advised that they be preserved. 

He also said that, had he been made aware that a certain membership list (with names 

of voters ticked off) still existed, he would have advised that that be preserved also. 

4.3.4 Michael Beviss 

Mr Michael Shaun Beviss told the Authority that he was employed as the SAJC’s 

financial controller. He is a member of the Australian Society of Certified Practising 

Accountants. As financial controller, he is the chief financial officer of the SAJC. At 

the time of the examination, Mr Beviss had been with the SAJC for just under 4 years. 

Mr Beviss explained that he reported directly to the CEO, and that issues raised by 

board members or others would be directed to him through the CEO, who set his 

agenda. 

In the course of explaining how certain complex accounting issues were resolved, Mr 

Beviss disclosed that the issues related to certain contracts to which only the CEO had 

access. Mr Beviss’s task of settling the accounting policy treatment for those issues 

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had been made more complex by him not having access to the contracts and, for 

instance, by having to arrange for the CEO to brief the SAJC’s auditors about the 

details of the contracts in order for the auditors to form a view about the accounting 

policy treatment. 

Mr Beviss had not been aware, in his professional experience, for there to be a need 

for a chief financial officer to be denied access to documents which had a direct 

impact on an entity’s accounts. 

Mr Beviss was asked about the way in which he addressed accounting matters which 

related directly to the CEO. With some matters he would talk with Mr Ploubidis and 

with others he would speak with the chairman, Mr Naffine. Mr Beviss regarded Mr 

Naffine as corresponding on those matters. Examples of those matters related to the 

fringe benefits tax payable in respect of Mr Ploubidis’s remuneration package, and to 

Mr Ploubidis’s travel allowance. Dealing with these matters was made difficult by Mr 

Beviss not having access to Mr Ploubidis’s contract. 

Mr Beviss found it surprising that, as chief financial officer, he did not have access to 

the CEO’s contract. He agreed with an observation made to him that this was 

problematic because, if he did not know what the components of the package were, he 

could not tell how to properly account for them or whether there were taxation 

obligations in respect of them. He resolved his information needs by asking Mr 

Naffine to tell him what were the components of Mr Ploubidis’s package. 

Mr Beviss was asked about his attendance at board meetings. He told that Authority 

that, over the past 12 months he had started attending the parts of the board meeting 

which dealt with finance, at the instigation of Mr Naffine. Prior to that, he had 

attended finance committee meetings in the week before the board meeting and the 

convener of the finance committee would report on finance to the board. 

Mr Beviss also told the Authority that he did not, as a matter of course, have access to 

the plenary papers provided to board members in advance of the meetings. 

Mr Beviss was asked when he became aware of the 2008 young SAJC member 

recruitment drive. He explained that he had been away on holidays until late October 

2008 and, on his return, he had noted that the SAJC then had 1900 members, as a 

result of some activity. This number gave him some concern, as he explained: 

I was really concerned, because I—this is one of those areas that I felt that if I had have gone 

to Steve about it he would have dismissed me, “Just go back and, you know, count your beans, 

whatever you do” and... 

Is that a kind of rough quote?—Well, that’s pretty much what he was like, in a nice way, sort 

of, you know, just—and I thought “Maybe I need to speak to John”, and I slept on it for about 

a week, a week and a half—and it made it to the papers, which I was glad of, because I 

thought, “Well, at least it’s out there” because that sort of thing is something that really 

concerns me, when that sort of thing happens. 

Wouldn’t you just be happy that there was an increase in membership and the numbers would 

look good?—No, because I don’t agree with all that side of it. 

Is it the timing of the drive, just before the election, that was the...—That’s what raised my 

suspicion, and I think that anything like this—any membership drive or any voting or anything 

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should be fair, and to see this go on is just a joke. So, no, I totally disagree with it and I—it 

was pretty embarrassing actually, that—I still, today, can’t believe that Steve actually got 

involved with this. I just think, you know, a reasonable person, you know—and especially, 

you know—and the nature of the industry and all the, you know, the politics and everything 

that’s going on in that place, that someone would think that they could get away with 

something like this. So it was very disappointing that this had happened. 

Mr Beviss explained the cash handling procedures in the SAJC office, and also the 

role his department had in the processing of new memberships. The processing of the 

new members in September and October 2008 had given rise to some procedural 

issues because the usual practice was to record the name of the person paying for the 

membership and the only information the SAJC staff had was credit card account 

numbers and expiry dates. 

Mr Beviss was asked whether he was aware of any instructions being given to SAJC 

staff about members being inducted into the club and advice that might be given to 

them as to how to vote; he responded that he was not aware of any instructions being 

given. 

Mr Beviss was asked about a report provided to each board meeting of payments of 

$10 000 or more. He explained that this report is extracted from the SAJC’s accounts 

payable system and includes all cheques and all non-salary electronic funds transfers 

where the payment amount exceeds $10 000. Any payroll cheques over $10 000 

would be manually deleted from the report. (Mr Beviss explained that 99% of all 

payroll payments were made by EFT.) 

The system aggregates invoices from the one supplier, so that three separate $4000 

invoices payable in the month to the one supplier would be reported as a $12 000 

payment. The board reviews this report at each meeting. 

Mr Beviss was asked about some back pay paid to Mr Ploubidis in 2006, which 

according to the Lipman Karas report had been charged to three separate casual wages 

accounts. Mr Beviss explained that the back pay arose because Mr Ploubidis’s salary 

review was not completed at the start of the period in which the payment would be 

made. The amount payable was genuine back pay. Mr Beviss was then asked about 

how it came to be charged to the particular accounts. He objected to answering and 

was directed to do so (thereby invoking a statutory protection in respect of selfincrimination). 

Here follows the exchange: 

You adjusted an accounting entry to remove a charge line from the chief executive’s salary 

line to various casual wages accounts?—Yes. 

Was the underlying nature of the transaction being recorded a casual wages transaction?— 

Was it? The underlying transaction wasn’t casual wages. 

No, but it was posted to casual wages?—Yes. 

You were directed to do this by?—Steve Ploubidis. 

And his reason for giving that direction was purely and simply that he wanted to disguise this 

payment from the board?—Yes. I believe he was entitled to the payment, which we’ve 

clarified, but in terms of going to the board, I felt Steve didn’t want it to go to the board 

because it would’ve come out that there was a $20 000 variance that—and I would’ve had to 

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report exactly what it was—it represented, you know, six months’ back pay—and then people 

would’ve been able to derive how much Steve was on in terms of his salary. 

The exchange continued: 

It’s just a question of falsification of the accounts, isn’t it?—Of where it went. Exactly. 

The accounts were falsified, weren’t they?—Yes. 

Mr Beviss was asked about payments made to Mr Ploubidis in respect of the 

purported redemption of his long service leave entitlements (later classified as a loan). 

Mr Beviss said that, when Mr Ploubidis approached him about the matter, he referred 

him to Mr Naffine. Mr Naffine directed that the leave be paid. The net amount 

payable was approximately $21 000. Mr Ploubidis requested that the payment be 

made in three cheques each under $10 000. Mr Beviss understood that this was a 

considered request and related in some way to issues with the cashing of cheques. 

Mr Beviss explained that, if the payment had been made in one cheque of $21 000, he 

would have manually removed it from the report which went to the board. In his four 

years with the SAJC that would have been the only time a payroll cheque would have 

exceeded the threshold for reporting to the board. 

Mr Beviss confirmed that the cheques were cashed on SAJC premises, at 

Morphettville Junction. 

Mr Beviss was asked about a travel agent invoice, Invoice No. 5650, for $5650 

claimed by Mr Ploubidis as a travel allowance expense. This led to an explanation of 

how Mr Ploubidis’s salary sacrifice and other employment arrangements worked. 

Mr Beviss explained that Mr Ploubidis’s remuneration, as he now understood it, was 

comprised of salary plus superannuation, plus motor vehicle lease payments, plus 

school fees and other benefits. Some of the salary component was the subject of 

“salary sacrifice”, an arrangement under which the fortnightly amount payable was 

reduced by an amount which was then applied directly to payments on behalf of the 

employee. 

Mr Beviss explained that fringe benefits tax is payable on salary sacrifice payments, 

as well as on motor vehicle lease payments and other benefits (such as school fees). 

The assessment of FBT depends on the nature of the benefit and (as with motor 

vehicles) an apportionment between private and business use. In addition, because the 

SAJC is a not-for-profit entity, a 48% FBT rebate applies for the first $30 000 of 

assessable benefits. 

Mr Beviss explained that, when salary sacrifice benefits were paid, the amount of the 

benefit, plus the applicable FBT, is charged to the employee’s salary sacrifice 

account. 

In cases where the employment contract simply provided for the benefits to be paid, 

the SAJC had to pay the FBT itself (that is, not to charge it to the employee’s salary 

sacrifice account). 

Mr Beviss had calculated the total annual cost to the SAJC of employing Mr Ploubidis 

(including superannuation and all the applicable FBT) at $360 000. 

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He explained that this calculation had not been undertaken during the period of Mr 

Ploubidis’s employment as, among other things, Mr Beviss had not had the details of 

the entitlements. He suggested that the FBT implications of some of the employment 

benefits might not have been understood by those who negotiated the remuneration 

package. 

With respect to Invoice No. 5650, this had been paid to Mr Ploubidis in advance of 

the travel actually being undertaken and so the payment was charged not to an 

expense line but to a prepayment account. Once the travel had taken place, Mr Beviss 

did not transfer it to the relevant expense line because he had not been provided with 

any documentation which vouched the travel as relating to SAJC business. Instead Mr 

Beviss charged it, and the applicable FBT, to Mr Ploubidis’s salary sacrifice account. 

Mr Beviss was asked about Mr Ploubidis’s shareholding in The Rewards Factory 

Limited. He explained that, had he been aware of the shareholding, he would have 

prepared a related party transaction note for inclusion in the annual accounts. He was 

not aware of it because there was no systematic disclosure of interests by board 

members and staff. 

Mr Beviss was asked about financial transactions between TRSA and the SAJC. 

Initially, he had been instructed to raise invoices for grant funded works that were to 

be undertaken. When TRSA declined to pay these, he was instructed to render 

invoices with quotes attached. TRSA did not pay these either. In the end, the SAJC 

agreed only to invoice for reimbursement of payments which had actually been made. 

Mr Beviss was asked about the operation of the SAJC’s finance committee. He 

disclosed that the auditors did not attend any of its meetings (including those which 

settled the annual financial statements for recommendation to the board). He agreed 

with a question which suggested that this was unusual. 

4.3.5 Troy Gray 

Mr Troy Alan Gray told the Authority that he was a television presenter and 

documentary maker, and that he also operated a business known as Destination for 

Men. One of its premises was a shop in Unley Road, Parkside leased from Mr Con 

Raftopoulos. 

He came to know Mr Raftopoulos reasonably well, as Mr Raftopoulos managed his 

own properties. He was not aware, at the time of signing the lease, that Mr 

Raftopoulos had a connection with the SAJC. 

Mr Gray told the Authority that he had had done some unpaid hosting work for the 

SAJC for charity events. This was organised by contacts he had in the SAJC’s 

marketing department. 

He told the Authority that he had had no contact with Mr Steve Ploubidis until 

October 2008 when Mr Ploubidis came down to Destination for Men in Parkside. 

Mr Gray explained that, possibly one week earlier, Mr Raftopoulos had come in to 

discuss assisting a friend in getting young members—35s and under—and about Mr 

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Gray’s database. Mr Raftopoulos had suggested that some memberships could be 

provided to Mr Gray as promotional give-a-ways. Mr Gray “jumped at” the 

opportunity, sending emails and text messages to those on his database, offering the 

memberships to those who came in to claim them while they were available. 

Mr Gray explained that he had been supplied with A4 membership forms, which were 

collected at his reception counter and then taken in to the SAJC—some by Mr 

Raftopoulos, some by employees of the SAJC marketing department. Where the new 

member had given Destination for Men as the pick up address, the new member pack 

(and membership card) would be sent back to Destination for Men and the person 

would be contacted to come in and collect the material. 

Mr Gray then told the Authority that, some four to five weeks later, Mr Raftopoulos 

sought his assistance with having the new members vote—the members for whom the 

only address the SAJC had was Destination or Men. Mr Raftopoulos brought him a 

box of addressed voting papers (in individual envelopes) and asked him to contact the 

new members and have them come in to vote. 

Mr Gray was asked whether he had spoken to any of the new young SAJC members 

about the way they should vote. He said that he had not, but that he had become aware 

that his staff had, as set out below: 

... some of my staff had said to the people, “Oh, can you hurry up and vote, because it’s 

actually due tomorrow and we’ve been told by Troy or”—you know, they felt like they were 

doing something wrong by me if they didn’t hurry these votes through and have them ready, 

because I don’t spend a lot of time at the salon so... 

But you hadn’t spoken to anyone about how people should vote?—No. The answer is no. 

So how did your staff get the view that you wanted people to vote in a hurry?—Because I 

constantly was being contacted and would say, “Have you got all the votes in yet?” 

Right. So you were asking them about getting the votes in?—My staff? Absolutely, yes. 

What was it that your staff were saying, that you’ve now found out your staff were saying to 

these members?—Did they need assistance filling it out, or did they want a hand, or did they 

want to open their pack and fill it out there because they were due the following day or they 

were due that day. 

The exchange continued: 

So Con had come in and given some instructions to your staff?—He basically just said, “Look, 

we need them all in by”—it was either, you know, a Friday, say by the end of the week—“and 

if anyone’s having trouble filling them out, here’s a bit of paper and we’d like them to vote 

this way.” 

So Con passed on instructions on how to vote?—Yes, he did. 

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4.5 Third round 

4.5.1 Con Raftopoulos 

Mr Con Raftopoulos told the Authority that he was engaged in development and 

construction and that he was also the owner of premises in Unley Road, Parkside, 

leased to Mr Troy Gray in connection with Mr Gray’s business, Destination for Men. 

Mr Raftopoulos was asked about his involvements in the racing industry: he is a part 

owner in two racehorses; he enjoys going to the races; he knows Steve Ploubidis; and 

his company had done some construction work for the SAJC at Morphettville 

Junction. He is not a member of the SAJC. 

Mr Raftopoulos was invited to comment on observations made in the Lipman Karas 

report about him travelling to Dubai with Mr Ploubidis. He confirmed that he 

accompanied Mr Ploubidis there at a racing conference, that his airfares were paid for 

and that he met his own cost of accommodation. 

Mr Raftopoulos was asked about his involvement in the recruitment of young SAJC 

members in the second half of 2008. 

It was: I approached Troy Gray and I said to Troy, “The Jockey Club is looking to recruit 

young members.” Troy is very involved with—you know, talk on TV. He’s got a lot of young 

people that he associates with for his business, and I said to Troy, “What about—to promote 

Destination For Men, I’d sponsor some young members and you promote them through a 

competition basis and try to get as many people in, in the sense of, you know, there’s only 29 

memberships, but if you can generate a hundred or 500 inquiries, well, that’s a choice that you 

have to make—how do you get them into your shop.” 

So it was virtually—it was promotion of Destination For Men on behalf of my tenant. 

And I was quite happy to pay for the memberships. 

When asked why he had approached Troy Gray, Mr Raftopoulos explained that he 

had been discussing the SAJC’s need to recruit younger members with Steve 

Ploubidis and the idea came to him to approach Troy Gray because he had 

“involvement with a young generation”. 

Mr Raftopoulos told the Authority that he had not heard of other people subsidising 

the memberships of young SAJC members. 

Mr Raftopoulos explained that, after discussing the matter with Mr Ploubidis, he met 

with Troy Gray and offered to pay for up to 30 young SAJC memberships recruited 

through Destination for Men. In their discussion it was agreed that Mr Gray would 

conduct a competition and use the memberships as prizes. Destination for Men would 

download the application form, arrange for it to be completed and pay the 

membership fee, which Mr Raftopoulos later reimbursed. Mr Raftopoulos did not 

give consideration to the possibility any of the proposed new members might not be 

accepted by the SAJC. In all, Mr Raftopoulos reimbursed the fees of 29 new 

members. 

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In terms of motivation, Mr Raftopoulos said: 

I thought of it. It was mainly to help Troy Gray out rather than the Jockey Club. The Jockey 

Club did benefit through it because through Troy Gray I actually paid for the memberships, 

but it was mainly to help my tenant out. 

Mr Raftopoulos was asked about an occasion when Mr Ploubidis visited Destination 

for Men. He told the Authority that that meeting was unrelated to his sponsorships of 

new members. Rather, Mr Raftopoulos understood that it provided an opportunity for 

Mr Ploubidis to talk to Mr Gray about ways of getting new members from the 

younger generation. Mr Raftopoulos said that, although he was present, he did not 

participate in the conversation to the extent that he could tell the Authority what 

actually passed between Mr Ploubidis and Mr Gray. 

Mr Raftopoulos told the Authority that he had personally delivered the new members’ 

membership packs to Destination for Men for collection. He had felt that it would be a 

better idea for Mr Gray to hand them out rather than the SAJC sending them out 

directly—that way he would to bring all these people into his premises. 

Mr Raftopoulos was asked about voting by the new members. He told the Authority 

that he had prepared a how to vote card—as an instruction to Mr Gray that if the 

members liked the way racing is heading and were are not sure how to vote, to vote in 

a certain way. The following exchange took place: 

and later: 

Who were you suggesting that they should vote for?— It was public information who the two 

bodies were that were trying to get in. 

How did you decide which candidates to suggest that these people vote for?—It was public 

information. It was in the paper. 

There was an advertisement in the Advertiser, was there?—Yes. 

And it said what: “Vote for Bill Spear and Sharon Forrester-Jones,” did it?—It did say that. 

You know, it was the other—there was two separate ads. One ad was the Bill Spear side and 

the other ad was the other party. 

The Alistair McFarlane...—That’s right, yes.—...Kerry O’Brien, Wayne Francis side.—That 

side. 

That side. How did you choose the Alistair McFarlane side to support with the how to vote 

card you prepared?—I don’t know. I don’t know how I chose. But that’s the party that was 

taking racing to the younger side rather than the other party that was saying they want to keep 

racing—take racing back to 40 years ago. 

Why do you say that, Mr Raftopoulos?—That was my own opinion. 

Mr Raftopoulos said that Mr Ploubidis had not told him who the young SAJC 

members should be encouraged to vote for. He was then asked about what he did with 

the how to vote card he had prepared: 

Who did you give it to when you got to Destination For Men?—To Troy. 

To Troy? O.K. What did you say to Troy when you handed it over to him?— I said, “If people 

don’t know how to vote, maybe you can suggest they vote this way if they like racing the way 

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it’s heading.” And I did stress that at no time for Troy to fill out any voting slips. That’s up to 

the members to fill out. Whether they fill them out or not, it’s not his job to fill them out. 

Mr Raftopoulos was asked whether he gave instructions about voting to anyone other 

than Troy Gray, in these terms: 

You say you spoke to Troy?— Yes. 

Are you saying that you never spoke to any of his staff about how to handle the voting or the 

handing over of the membership packs?— I’m not sure if there was another staff present when 

I was speaking to Troy, but it was Troy Gray that I spoke to. 

O.K. Did you ever speak to any of Troy’s staff in his absence?—No. 

Did you ever visit Destination For Men when Troy wasn’t there and ask the staff how the 

voting was going?—No. 

Would you be surprised if Troy Gray had said that he had no idea how instructions came to be 

given to people about how to vote?—Yes. 

Mr Raftopoulos told the Authority that he had not himself been reimbursed or 

compensated for the 29 young SAJC memberships—not in cash and not in kind. 

5. SUBMISSIONS BY INTERESTED PARTIES 

5.1 Process 

In the course of the examination of Mr Ploubidis, his counsel had requested the 

Authority to provide him with the opportunity to make submissions on any adverse 

findings which might be made. 

At a late stage in the drafting of this report, when the Authority had agreed on the 

wording of its findings (subject to submissions), it determined not only to afford this 

opportunity to Mr Ploubidis but also to the others (collectively with Mr Ploubidis 

called “interested parties”) about whom it proposed to make observations which 

might be regarded as “adverse”. 

A draft report was provided on a confidential basis to the interested parties. They 

were invited to comment and were advised that any comment made would be 

considered by the Authority before it finalised the report and that a summary or precis 

of interested parties’ comments would be included in the final report. 

The suggestion was made to each that, without limiting them, the sorts of comments 

that might be made could include— 

♦ comment about whether the interested party’s evidence had been accurately and 

fairly summarised; 

♦ comment which explained or provided a different interpretation of the facts in 

relation to an adverse finding. 

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This was conveyed by letters dated 28 May 2010 to Mr Gray, Mr McLeay, Mr 

Naffine, Mr Ploubidis (addressed care of his solicitors) and Mr Raftopoulos. The 

letters set a deadline of 11 June 2010. 

5.2 Non-responding parties 

No response was received from or on behalf of Mr Gray, Mr Ploubidis or Mr 

Raftopoulos. 

5.3 Responding parties 

5.3.1 Mr Naffine 

Mr Naffine responded through his counsel, Mr Strawbridge, by letter dated 8 June 

2010. A matter of clarification was dealt with in a further letter dated 11 June 2010. 

The letters are extracted at Appendix G (starting on page 82). 

The general thrust of the letter (which otherwise speaks for itself) is to maintain the 

position held by Mr Naffine—throughout—that he felt justified by tradition and 

circumstances in the actions he took and the positions he maintained, and further that 

the other pressing matters in which the SAJC was then engaged compensated in some 

way for what might be regarded as failings in governance. 

Having noted the correspondence, the Authority sees no reason to amend the findings 

from those provided in draft to Mr Naffine. 

5.3.2 Mr McLeay 

Mr McLeay responded by letter dated 8 June 2010. That letter is extracted in full at 

Appendix H (on page 85). 

Mr McLeay claims to have been duped into attending without counsel. He was well 

aware that he could have legal representation. Regardless, the letter does not state 

how legal representation would have changed the outcome of his evidence. (His 

obligation, as a result of being summoned under section 14 of the Independent 

Gambling Authority Act, was to attend and truthfully answer all questions put to him, 

including those which might incriminate him.) 

He expressed strong opposition to the Authority making any comment on the matters 

discussed by him at the inquiry. 

Mr McLeay stated that there were (and were to be) no criminal charges against him in 

relation to the matter. 

He proposed the adoption by the Authority of the following form of words: 

Having heard Mr McLeay’s version of events we are satisfied that at all material times he 

acted Bona Fide and in the best interests of the South Australian Jockey Club. His payment for 

‘New Members’ in no way provided any personal or financial benefit to him what so ever. 

The Authority declines to adopt this statement or to amend its findings from those 

provided in draft to Mr McLeay. Having said that, these findings did not suggest that 

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he had received any personal benefit or that he was acting in a way which he regarded 

as contrary to the interests of the SAJC. 

6. FINDINGS 

6.1 Suitability of the directors-elect 

6.1.1 Generally 

At the time the Authority determined to hold this inquiry, the outcome of the 2009 

election was not known. 

The Authority was aware of the presence of candidates who had either been SAJC 

board members during the 2008 young SAJC member recruitment activity or been 

candidates apparently intended to benefit from that activity. The Authority was also 

aware that the election was being keenly contested and that the events of 2008 were 

live issues in candidates’ campaigns. 

The Authority was always going to have to assess the suitability of the board 

members-elect. When considering its options for informing itself for the purposes of 

those assessments, these matters touching on 2008 influenced the decision to opt for 

an inquiry. 

In addition, an inquiry gave the opportunity to put to Mr Spear the suggestion in the 

Lipman Karas report that his own zeal to pursue Mr Ploubidis might have distracted 

him from his obligations as a board member. 

As things turned out, the election outcome demonstrated clear support for the 

Transparency Plus group of candidates and the possibility that the outcome had been 

influenced by the young SAJC member recruitment activity seemed less likely. 

While it is a matter for the Authority whether each of the board members-elect was 

suitable, the Authority understood that its role was not to substitute its judgement for 

that of the membership of the SAJC. On that basis, the Authority would be reluctant 

to refuse approval in the absence of clear indicators of unsuitability. 

In the evidence before the Authority, there was nothing to suggest that any of the 

board members-elect had been directly involved in the young SAJC member 

recruitment activity in 2008, although it was open to conclude that Mr O’Brien (and, 

of those who had been candidates in both 2008 and 2009, only Mr O’Brien) had been 

a beneficiary of that activity. The evidence suggests that he was nothing more than an 

unwitting beneficiary. 

Most of the members-elect clearly demonstrated an immediate suitability to be a 

board member, by reference to their professional backgrounds and the way they 

conducted themselves under examination. The all displayed an ability to acquire any 

necessary knowledge or skills and a willingness to work with the others to the benefit 

of the SAJC. 

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Mr Peacock demonstrated a clear vision for the SAJC and the Authority was also 

satisfied that he would steward the board appropriately. 

Subject to the specific observations below, the examinations of the board memberselect 

disclosed nothing remarkable so far as their suitability was concerned. 

6.1.2 Sharon Forrester-Jones 

Mrs Forrester-Jones had been a board member for a decade by the time of the 2009 

election. It was clear from her evidence that she had not initially been aligned with Mr 

Spear but that, through a progression of events, had become a member of the minority 

of two and, after Mr Le Poidevin joined the board, minority of three. None of this 

reflected adversely on her. 

The Authority had received an anonymous suggestion that it should investigate the 

use by Mrs Forrester-Jones of SAJC catering facilities. It was not clear what might 

have been the motivation for this anonymous suggestion. Nonetheless, Mrs Forrester- 

Jones volunteered significant detail about her activities which appeared entirely 

regular and proper. The Authority was satisfied that Mrs Forrester-Jones received no 

personal benefit from these activities and that she was dealing with the SAJC on 

arm’s-length terms. 

6.1.3 Bill Spear 

With respect to Mr Spear, he had been open about his motivation for seeking election 

in the first place (an unsatisfactory dealing with Mr Ploubidis); it was also evident that 

he had taken extreme positions in his pursuit of concerns about Mr Ploubidis. 

However, short of resigning, it was not clear to the Authority what other course he 

could have taken. 

While, in some circumstances, a well-publicised resignation from a board will have a 

salutary effect in combating poor corporate governance, that is not the case here. 

Indeed, the Authority is satisfied that, if Mr Spear had resigned from the SAJC board, 

it would have brought about a deterioration in an already compromised governance 

situation. 

6.1.4 Harry Perks 

Mr Perks was open and frank and, apparently characteristically, robust under 

examination by the Authority. He is unquestionably a successful business person who 

understands the importance of transparency, accountability and good process. 

Mr Perks had, prior to the call for nominations for the 2009 election, publicly aligned 

himself with a view that Mr Ploubidis had inappropriately been made a scapegoat by 

co-signing a letter to the editor of the Advertiser with Robert Gerard AO and Wolf 

Blass AM (the letter in Appendix F). Under examination, he gave a credible 

explanation of his involvement in this letter (see the extract of evidence on page 47). 

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The Authority was less satisfied with his response in respect of the Rob Gerard letter 

(circulated during the campaign). In evidence, Mr O’Brien had made it clear that the 

Rob Gerard letter had been shown to his group in draft. In his answers (see page 47), 

Mr Perks was less clear (despite apparently being the host of the relevant meeting) 

about the letter. He made it clear that he did not regard himself as having a need for 

the assistance which the Rob Gerard letter might have provided. It was less clear to 

the Authority whether he was unsure about seeing the letter because he had not been 

paying attention in the meeting or because he now regarded it as an embarrassment. 

Those matters taken into account, the Authority regarded Mr Perks as being suitable. 

6.1.5 Kerry O’Brien 

The only other board member-elect in respect of whom comment is required is Mr 

O’Brien. 

Mr O’Brien appeared uncomfortable under examination and this was evident from 

him having difficulty with the terms of a number of the questions. While Mr O’Brien 

did always, ultimately, answer the question put, his responses were laced with 

expressions of his feelings about a series of events in which he presented himself as 

the aggrieved party. 

Mr O’Brien seemed not to appreciate that the very great damage which had been done 

to the reputation of the SAJC by the 2008 young SAJC membership drive and its 

consequences was the result of the activities of the instigators of the membership 

drive rather than the activity of Mr Spear and others in uncovering it. 

An issue arose from Mr O’Brien’s answers to questions as to the leadership of the 

Group of 9 candidates of which he was a member (see page 43). That he might have 

been the leader of the group was unremarkable; that he would not readily volunteer 

that information was a matter of concern. 

A further issue arose from his answers concerning the Rob Gerard letter. The 

Authority had difficulty with his responses that the Rob Gerard letter was merely a 

bipartisan encouragement to members to vote and that he had not, at the time of the 

approach from the Gerard family, regarded it as an offer of support. 

Mr O’Brien presented as being genuinely aggrieved at the course the election 

campaign had taken. To the Authority, he had improbably conflated a series of 

setbacks—the SAJC declining (on advice from the Electoral Commission) to send out 

a letter to members, Mr Peacock sending out a letter to a large number of members, 

the Advertiser identifying the Group of 9 as pro-Ploubidis and omitting mention of 

him—into something akin to a conspiracy. 

Those matters taken into account, the Authority was prepared to approve Mr O’Brien 

becoming a close associate of the SAJC. 

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6.2 Matters of corporate governance and related issues 

6.2.1 Young SAJC member recruitment in 2008 

From the material directly before the Authority, it is clear that— 

♦ concerted activity was undertaken to recruit young SAJC members to the SAJC in 

the second half of 2008; 

♦ the principal purpose of the activity was to have the new members’ votes (in the 

2008 election) directed to retiring board members and other candidates those 

involved thought would align with the then dominant group on the SAJC board; 

♦ at least Mr Ploubidis, Mr Naffine and Mr McLeay were involved as were two 

other serving board members. 

Mr Ploubidis was the main organiser. He involved a number of others (including Troy 

Gray and Con Raftopoulos) in the activity. 

There is conflict on the evidence as to who was the main driver of the recruitment 

activity. Mr Ploubidis said he was acting at the direction of Mr McLeay, while Mr 

McLeay stated that he was responding to an approach from Mr Ploubidis for 

assistance with the sponsorship of new members. 

The Authority does not need to resolve this conflict for the purposes of approving the 

board members-elect. However, in terms of whose interests would have been served 

by particular outcomes, the Authority has noted: 

♦ Mr McLeay was due to succeed John Naffine as chairman in mid-2009 as a matter 

of convention. This convention unlikely to have been upset by the outcome of the 

2008 elections. 

♦ Maintenance of the status quo on the board would have ensured a continuation of 

the influence exercised by Mr Ploubidis as CEO. 

It was suggested, by way of an observation by counsel during the course of the 

hearing, that there might not be anything amiss in the recruitment of young SAJC 

members and them being given encouragement to vote for particular candidates 10 . 

In the Authority’s view, there would be no difficulty with a board member (or any 

member) of the SAJC encouraging people to become members and to vote in a 

particular way. What would raise questions of suitability would be subterfuge in the 

scheme and exercising actual control over voting papers. 

The situation is quite different in respect of the CEO. In an organisation such as the 

SAJC, which has no difficulty attracting candidates for board vacancies, the CEO 

10 

It was put this way by Mr Redford: “... sometimes these things are in the eye of the beholder. I 

mean, in a political party what might be seen as an aggressive, nasty, sneaky little branch 

stack might on the other side be looked at as a very good and successful recruiting campaign, 

and I ask you when you make some of these judgments on some of these things that you might 

look at it through both prisms.” 

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should ensure that he or she is well distanced from the organisation’s politics at 

election time. 

Before leaving the subject of the young SAJC member recruitment, some 

observations are required concerning the evidence of Mr Troy Gray and Mr Con 

Raftopoulos. 

These witnesses were examined because, after the evidence of Mr Ploubidis, there 

were unanswered questions as to how encouragement had been provided to the 

recruited young SAJC members. These witnesses completed the links between Mr 

Ploubidis and one group of the young SAJC members recruited. 

On its face, their evidence was unrevealing, although Mr Raftopoulos did state that he 

had, of his own initiative, prepared a how-to-vote card based on his own impressions 

of who would be good board members for the SAJC. 

The Authority finds it improbable— 

♦ that Mr Raftopoulos could give instructions to staff of Mr Gray without Mr Gray’s 

knowledge or acquiescence (as was suggested by Mr Gray); 

♦ that Mr Raftopoulos acted on his own initiative in the preparation of the how-tovote 

card. 

The Authority also saw an inconsistency between Mr Raftopoulos’s statement that he 

had personally sponsored Mr Gray’s young SAJC members and how Mr Ploubidis 

had put things. The Authority determined that it was not necessary to resolve this 

inconsistency. 

The Authority concluded that each of the three witnesses had presented a version of 

the truth tailored to minimise his own involvement. Their combined story makes no 

sense, as the method said to have been employed would not have achieved the result 

Mr Ploubidis had indicated was desired. 

6.2.2 The board and its governance performance 

In the course of establishing the suitability of the board members-elect, the Authority 

became aware of a number of matters which reveal a poor standard of corporate 

governance within the SAJC. 

Four examples will suffice. 

♦ Despite an annual review process of the SAJC’s constitution, it appears that noone 

ever gave critical consideration to the alignment of the practice for the 

admission of members with the legal requirements. Worse, under Mr Ploubidis as 

CEO, an existing divergence between the practical and the legal requirements 

widened, with the omission of the requirement in practice for a proposed member 

sign the application form. This placed the SAJC at a grave risk that a significant 

number of those who had paid membership fees had no formal entitlement to any 

of the membership privileges they enjoyed. 

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♦ The CEO successfully kept the detail of his remuneration package a secret from 

all but the chairman of the SAJC. Associated with this, it seems that, during the 

time of Mr Ploubidis’s employment, no-one knew what that remuneration package 

actually cost the SAJC. The Authority’s understanding of the legal position is that 

there can be no secrets between an employee of a body and its governing board. 

The acquiescence of the chairman in this secrecy denied board members 11 a basic 

need relevant to the discharge of their obligations to the SAJC. It also led to 

illogical internal processes, such Mr McLeay and others making a 

recommendation on extension of the CEO’s contract. They did this without any 

knowledge of the cost consequences of their recommendation or any input into 

other terms of the extension. The secrecy over the terms of Mr Ploubidis’s 

contract also brought with it the risk that the SAJC would underdeclare its fringe 

benefits tax position. 

♦ Excessive secrecy over other contracts meant that the chief financial officer was 

unable to quantify certain revenue and expense items when preparing the 

accounts. In the Authority’s view, it is unacceptable for such matters to be 

resolved between the CEO and the external auditors without the chief financial 

officer having the opportunity to form a professional view as to the correctness of 

the accounting treatment. 

♦ There appeared to be a deliberate policy of keeping board members at a distance 

from the external auditors. Mr Spear gave evidence that he was threatened with 

disciplinary action to prevent him from keeping an appointment with the auditors. 

Accepting this as true, one of the most basic pillars of good corporate governance 

was missing. 

While these failings have not led to an impairment of the integrity of betting or the 

conduct of the racing event (matters under the control of TRSA), have not led to 

business losses (so far as the evidence before the Authority showed) and have not 

exposed the SAJC to legal liability (such as with tax compliance), they had the 

potential to lead to all of those things and to raise the questions of whether the SAJC 

itself was suitable to be a licensed racing club, to be a close associate of TRSA (as a 

licensed racing club) or, for that matter, to hold other licences—such as its gaming 

machine licences. 

These failings of corporate governance set the context for Mr Spear’s litigation and 

the financial cost and impairment of good repute which necessarily followed the 

events which that litigation revealed. Contrary to Mr O’Brien’s view 12 , the Authority 

is satisfied that the circumstances and outcomes have entirely justified Mr Spear’s 

decision to take legal action. 

The governing board is ultimately responsible for the stewardship of an organisation. 

The failings of the board, as a collective led by John Naffine, are evident from the 

support of the majority for matters such as Mr Naffine’s rulings on the confidentiality 

11 

12 

At least three board members requested and were refused this information—Mrs Forrester- 

Jones, Mr Spear and Mr Francis. 

See the summary of Mr O’Brien’s evidence at page 43. 

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of the CEO’s employment terms and the real debate on key decisions taking place 

outside formal board meetings 13 . 

While the governing board is ultimately responsible for the stewardship of an 

organisation, it is the role of the CEO to promote good governance and to ensure 

compliance with the constitution, especially basic constitutional requirements such as 

those applying to membership and voting. 

While a particular CEO might not have the professional skills and training to 

personally identify the detail of technical issues, any suitable CEO would have 

sufficient awareness of them to ensure that (for example) the processes for admission 

of members and the conduct of elections were the subject of professional legal review 

from time to time and particularly when implementing change. 

Similarly, a suitable CEO would recognise the risks in not systematically sharing 

critical business information within the ranks of senior management. 14 A suitable 

CEO would also not have sought to keep his own remuneration entitlements a secret 

from his employer’s board and chief financial officer. 

The Authority’s observation is that the evident failings of corporate governance at the 

SAJC are a combination of failings by board members to inform themselves of and 

understand their roles and of the CEO operating in a way which disregarded what is 

needed for a board to operate effectively. 

6.2.3 Matters relating to the late Mr Le Poidevin 

There was evidence before this inquiry about a conversation between Steve Ploubidis 

and an SAJC board member at the regular post-meeting gathering which followed the 

March 2008 board meeting. It was at this meeting that Mr Ploubidis had been 

reprimanded by the SAJC board in respect of an interest held by his personal 

superannuation fund in The Rewards Factory Limited, a company which had 

contracted with the SAJC to provide a loyalty program. The evidence was that Mr Le 

Poidevin had led part of the discussion resulting in the reprimand. 

The Authority is satisfied that a conversation took place and that it was a robust one. 

It is satisfied that Mr Le Poidevin expressed distress, in the day following the event, 

to others as a result of the conversation. 

Mr Le Poidevin was at the time suffering from the terminal illness which took his life 

later in 2008. He had also, relatively contemporaneously, been involved in an incident 

(unrelated in any way to his role with the SAJC) in which his personal safety had been 

threatened. The Authority has no first hand account from him of what was said and 

how it was that he reacted. However, having heard all of the available accounts from 

others, the Authority concluded that—whatever was said—nothing in the nature of a 

13 

14 

See the observations of Mrs Forrester-Jones about a “three person board” on page 27. 

For an indication of Mr Ploubidis’s approach, see what Mr Beviss said about “counting beans” 

on page 52. 

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physical threat had actually been intended by Mr Ploubidis. The Authority did not 

regard it necessary to recall Mr Ploubidis to ask him about this matter. 

One further thing must be observed. While the Authority was ultimately satisfied that 

no physical threat was intended, it was not satisfied at Mr Naffine’s handling of the 

matter. Mr Naffine understood that Mr Ploubidis had accused Mr Le Poidevin of 

betrayal and adverted to consequences for that. 15 In the Authority’s view, there are 

very limited circumstances in which an employee of an organisation could make such 

a remark to a member of its governing board and that this is not one of them. Mr 

Naffine should have known this and should have acted to obtain an unreserved 

apology from Mr Ploubidis. 

6.2.4 Other matters 

THE ROB GERARD LETTER 

The Rob Gerard letter contained a deliberate and carefully worded partisan message 

supporting the Group of 9 candidates led by Kerry O’Brien. The SAJC board should 

not have approved it. 

Mr Spear explained that he voted to send it because he felt that the letter would be 

seen for what it was and that its circulation would work against its intent. However, 

Mr Naffine’s explanation (that Mr Gerard was a co-patron as well as a significant 

sponsor of the SAJC) is unsatisfactory, especially noting that the acting CEO, Mr 

Wilkinson, had been advised by the Electoral Commission that it would not be in the 

best interests of the SAJC to send it. 

INTEGRITY OF ACCOUNTING RECORDS AND REPORTING TO THE BOARD 

In his evidence 16 , Mr Beviss admitted (claiming privilege) the making of false entries 

in the ledger of the SAJC. Even though that might not have given rise to a material 

misstatement in the SAJC’s published accounts, it did have the effect of concealing 

the relevant payment (to the CEO) from the board. The Authority accepts that Mr 

Beviss was placed in an impossible position and that he was responding to a direct 

instruction from the CEO. This event affirms the dominance of Mr Ploubidis as CEO 

and the dangers arising therefrom. 

MR NAFFINE AND THE CHELTENHAM LITIGATION 

The Cheltenham Park Residents Association, which at the time was in litigation with 

the State over the use of Cheltenham Park Racecourse (sold by the SAJC subject to 

necessary development approvals being given), put it to the Authority that Mr Naffine 

had acted improperly in having the SAJC joined as a party to that litigation without 

first referring the matter to the SAJC board. 

The Authority has separately conveyed to the Association that it does not agree. The 

decision taken by Mr Naffine was one directed at protecting the SAJC’s interests and 

15 

16 

See the extract from Mr Naffine’s evidence on page 20. 

See the extract on page 53. 

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is characteristic of the actions office holders are implicitly authorised to take. Indeed, 

had Mr Naffine not acted expeditiously and lost the opportunity to have the SAJC 

joined in the litigation by waiting for a board decision, the Authority or others might 

have been appropriately critical of him. 

7. CONCLUSIONS 

7.1 Approvals of the board members-elect 

Each of the 9 board members-elect was found suitable, and approved for the purposes 

of clause 5.1 of the on-course totalisator betting licence held by SAJC. This approval 

was conveyed to the SAJC on 15 June 2009. 

7.2 Actions and recommendations concerning matters of corporate governance 

In addition to the direct decision making which this inquiry has informed, there is 

regulatory action which the Authority will take in response to what it has learned and 

the Authority also has one recommendation for the Government (under section 13(3) 

of the Independent Gambling Authority Act). 

The picture of the SAJC presented to the Authority during the course of this inquiry 

was that of a body which had been subject to stress and upheaval and which had 

performed badly in response to that stress and upheaval. 

The SAJC has also, through the sale of Cheltenham Park Racecourse, become the 

custodian of a significant investment fund which it has a responsibility to manage in 

the long term interests of its stakeholders. 

This responsibility underlines a need for good corporate governance within the SAJC. 

As the regulator responsible for the racing club licence held by the SAJC, the 

Authority has determined to— 

♦ vary the conditions of the SAJC’s licence to ensure that, regardless of whether it 

or TRSA has formal legal responsibility for the racing and betting at 

Morphettville, the SAJC will be required to obtain the Authority’s approval for its 

close associates (including the members of the SAJC board) and to maintain that 

approval; 

♦ undertake, for the immediate future, a higher level of systematic scrutiny of the 

SAJC’s affairs than would otherwise be the case for a licensed racing club which 

was not a racing controlling authority. 

The recommendation to the Government concerns the combination of legislative 

measures which encourage, if not compel, the SAJC and similar bodies to be 

incorporated under the Associations Incorporation Act 1985 and therefore to be the 

subject of regulatory scrutiny by the Office for Consumer and Business Affairs. 

Both the Liquor Licensing Act 1997 and the Gaming Machines Act 1992 make 

distinctive and appropriate provision for clubs to hold licences and to enjoy certain 

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privileges because they are clubs. In each case, the only sort of club which can be so 

licensed and enjoy those privileges is a non-profit association incorporated under the 

Associations Incorporation Act. 

The SAJC is clearly a non-profit organisation and clearly also a club. The Authority 

understands that the duties of the members of the board of the SAJC are akin to those 

of company directors (although, from their evidence, this understanding was not held 

by some of the SAJC’s past board members). The SAJC would be no less a non-profit 

association if it happened to be incorporated as a company limited by guarantee and 

subject to regulation by the Australian Securities and Investments Commission. 

Noting the present state of the SAJC’s balance sheet, the law and regulatory 

machinery for companies might be a better fit for the SAJC’s needs than that applying 

to South Australian incorporated associations. 

The recommendation is that the Government seek amendments to the Liquor 

Licensing Act and the Gaming Machines Act to remove any impediment or 

disincentive to the SAJC or a body in a like position from becoming a body 

incorporated under the law relating to companies. 

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GLOSSARY 

Authorised Betting 

Operations Act 

CEO 

Electoral 

Commission 

FBT 

Independent 

Gambling Authority 

Act 

SAJC 

TRSA 

Young SAJC 

member 

The Authorised Betting Operations Act 2000 is the Act of 

Parliament under which the SAJC is a licensed racing club. 

The SAJC constitution establishes an office of chief 

executive officer. In this report, that office is referenced 

simply as CEO. 

The Electoral Commission of South Australia is a statutory 

body charged with, among other things, responsibility for 

the conduct of state and local government elections. Its 

statutory charter allows it to undertake work on contract. It 

was in a contract capacity that the Electoral Commission 

was involved in the conduct of the 2009 SAJC election. 

Fringe benefits tax is a tax payable to the Australian 

Government. 

The Independent Gambling Authority Act 1995 is the Act 

of Parliament under which the Independent Gambling 

Authority is established and under which it has performed 

the function of holding the inquiry into the suitability of 

certain close associates of the SAJC 

South Australian Jockey Club Inc is an incorporated 

association under the Associations Incorporation Act 1985. 

It is the successor body to three racing clubs—the Adelaide 

Racing Club (Victoria Park Racecourse), the Port Adelaide 

Racing Club (Cheltenham racecourse) and an earlier 

unincorporated body named the South Australian Jockey 

Club (Morphettville Racecourse). 

Thoroughbred Racing SA Limited is the racing controlling 

authority for horse racing, designated under the Authorised 

Betting Operations Act. It is the “Principal Club” for South 

Australia for the purposes of the Australian Rules of 

Racing. It is responsible for all the industry integrity 

functions for horse racing, including the employment of 

race stewards and the registration of horses. It is owned 

half by the SAJC and half by the South Australian Racing 

Clubs’ Council, which represents the provincial and 

country racing clubs. TRSA holds an on-course totalisator 

betting licence. 

An SAJC member under the age of 35 years is, by reason 

of that age, entitled to pay a concessional membership fee. 

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APPENDIX A 

Appearances before the inquiry 

14 May 2009 

Mr Brenton Wayne Wilkinson, Acting Chief Executive Officer, South Australian 

Jockey Club Inc, with legal counsel Mr Peter Humphries 

Mr John Fewings Naffine, past chairman, South Australian Jockey Club Inc, with 

legal counsel Mr Neil Strawbridge 

Mr Peter James Lewis, past chairman, South Australian Jockey Club Inc, with legal 

counsel Mr Peter Humphries 

Mr William Alistair Spear, board member, South Australian Jockey Club Inc 

Mrs Sharon Kay Forrester-Jones, board member, South Australian Jockey Club Inc 

15 May 2009 

Mr Anthony Paul Newman, board member-elect, South Australian Jockey Club Inc 

Mr Steven Ploubidis, former chief executive officer, South Australian Jockey Club 

Inc, with legal counsel Hon. Angus Redford 

18 May 2009 

Mr David Godfrey Peacock, board member-elect, South Australian Jockey Club Inc 

Mr Robert Malcolm Robertson, board member-elect, South Australian Jockey Club 

Inc 

Mr Christopher Alan Sargent, board member-elect, South Australian Jockey Club Inc 

Mr Kenneth Ross Smith AM, board member-elect, South Australian Jockey Club Inc 

Mr Steven Ploubidis, former chief executive officer, South Australian Jockey Club 

Inc, with legal counsel Hon. Angus Redford 

19 May 2009 

Mr Kerry Dennis O’Brien, board member-elect, South Australian Jockey Club Inc 

Mr Brenton Harold Perks, board member-elect, South Australian Jockey Club Inc 

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Appendix A: Appearances before the inquiry—continued 

27 July 2009 

Mr Wayne Frederick Francis, former board member, South Australian Jockey Club 

Inc 

Mr Travis John McLeay, former vice chairman, South Australian Jockey Club Inc 

Mr Peter David Pedler, partner, Duncan Basheer Hannon, Lawyers 

Mr Michael Shaun Beviss, Financial Controller, South Australian Jockey Club Inc 

Mr Troy Alan Gray, Proprietor, Destination for Men 

6 November 2009 

Mr Con Raftopoulos, landlord of premises at Parkside, leased to Troy Gray 

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APPENDIX B 

Coercive evidence gathering provisions of the Independent Gambling 

Authority Act 

3— Interpretation 

In this Act— 

Authority means the Independent Gambling Authority established under this Act; 

Commissioner means the person for the time being holding or acting in the office of the Liquor and 

Gambling Commissioner under the Liquor Licensing Act 1997 (or the Commissioner’s delegate); 

prescribed Act means— 

(a) the Casino Act 1997; or 

(b) the Gaming Machines Act 1992; or 

(c) any other Act that assigns functions to the Authority 17 ; 

proceedings means proceedings on an inquiry, review or appeal. 

* * * * * * * * 

5— Constitution of Authority 

(1) The Authority is constituted of the following members, appointed by the Governor on the nomination of 

the Minister: 

(a) a legal practitioner of at least 10 years’ standing or a person who has held judicial office as a 

member of a superior court of this State or of any other State or Territory of the Commonwealth 

or of the Commonwealth; and 

(b) 6 other persons who together have, in the Minister’s opinion, the abilities and experience 

required for the effective performance of the Authority’s functions. 

(2) At least 2 members must be women and 2 must be men. 

(3) A person who, without the approval of the Minister, has a direct or indirect pecuniary or personal interest 

in a licensee, or a business conducted by a licensee, under a prescribed Act is not eligible for 

appointment to the Authority. 

(4) The person appointed under subsection (1)(a) will be the presiding member of the Authority. 

(5) The Governor may appoint a suitable person to be the deputy of a member of the Authority and the 

deputy may act as a member of the Authority in that member’s absence. 

(6) A person appointed as the deputy of the presiding member— 

(a) must have the same qualifications for appointment as the presiding member; and 

17 

The Authorised Betting Operations Act 2000 assigns functions to the Independent Gambling 

Authority, including the function of granting on-course totalisator betting licences. 

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Appendix B: Coercive evidence gathering provisions of the 

Independent Gambling Authority Act—continued 

(b) may (but need not) be a person who is, apart from the appointment as the presiding member’s 

deputy, a member of the Authority. 

(7) On the office of a member becoming vacant, a person must be appointed under this section to the 

vacant office. 

* * * * * * * * 

8— Validity of acts of Authority and immunity of members 

(1) An act or proceeding of the Authority is not invalid by reason only of a vacancy in its membership or a 

defect in the appointment of a member. 

(2) No liability attaches to the Authority or a member of the Authority for an honest act or omission of the 

Authority or the member in the performance or exercise, or purported performance or exercise, of 

functions or powers under this Act or any other Act. 

(3) A liability that would, but for this section, attach to the Authority or a member attaches instead to the 

Crown. 

* * * * * * * * 

12— Proceedings of Authority 

(1) The presiding member (or his or her deputy) and 3 other members of the Authority constitute a quorum 

of the Authority. 

(2) The presiding member, or in his or her absence the deputy of the presiding member, must preside at 

meetings of the Authority or proceedings before the Authority. 

(3) A unanimous or majority decision of the members present at a meeting of the Authority or hearing 

proceedings before the Authority is a decision of the Authority. 

(4) The Authority may— 

(a) hold meetings and conduct proceedings by telephone or other electronic means; 

(b) allow a person to participate in meetings or proceedings by telephone or other electronic means. 

13— Inquiries by Authority 

(1) The Authority— 

(a) may hold an inquiry whenever it considers it necessary or desirable to do so for the purpose of 

carrying out its functions; and 

(b) must, if requested to do so by the Minister, hold an inquiry into any matter relating to— 

(i) the operations of a licensee under a prescribed Act; or 

(ii) the operation, administration or enforcement of a prescribed Act. 

(2) On completing an inquiry under this section, the Authority must submit to the Minister a report of the 

inquiry and the findings of the Authority on the inquiry, and any such report may include 

recommendations for action to be taken. 

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(3) Unless the Authority recommends that the report should remain confidential, the Minister must, within six 

sitting days of receiving a report under subsection (2), cause a copy of the report to be laid before each 

House of Parliament. 

14— Powers and procedures of Authority on an inquiry or appeal 

(1) For the purposes of proceedings before the Authority (whether under this Act or any other Act), the 

Authority may— 

(a) by summons signed on behalf of the Authority by the Secretary of the Authority, require the 

attendance before the Authority of any person; or 

(b) by summons signed on behalf of the Authority by the Secretary of the Authority, require the 

production of any equipment or other item, or any books, papers or documents; or 

(c) inspect any equipment or other item, or any books, papers or documents produced before it and 

retain them for such reasonable period as it thinks fit, and, in the case of books, papers or 

documents, make copies of any of them, or of any of their contents; or 

(d) require any person to make oath or affirmation that he or she will truly answer all questions put 

to him or her by the Authority relating to any matter being inquired into or that is before the 

Authority; or 

(e) require any person appearing before the Authority to answer any relevant questions put to him 

or her by any member of the Authority or by any person appearing before the Authority. 

(2) If a person— 

(a) who has been served with a summons to appear before the Authority, fails without reasonable 

excuse (proof of which lies on the person) to attend in obedience to the summons; or 

(b) who has been served with a summons to produce equipment or any other items, or books, 

papers or documents, fails without reasonable excuse (proof of which lies upon the person) to 

comply with the summons; or 

(c) misbehaves before the Authority, wilfully insults the Authority or any member of the Authority or 

interrupts the proceedings of the Authority; or 

(d) refuses to be sworn or to affirm or to answer any relevant question when required to do so by 

the Authority, 

the person is guilty of an offence. 

Maximum penalty: $10 000 or imprisonment for 6 months. 

(3) A person is not excused from answering a question or from producing books, papers or documents 

under this section— 

(a) on the ground that the answer to the question or the contents of the books, papers or documents 

would tend to incriminate the person; or 

(b) on the ground of legal professional privilege, 

but if the person objects to answering a question on the ground that the answer would tend to 

incriminate him or her, the answer will not be admissible against him or her in criminal proceedings 

(except in proceedings for perjury) or, if the person objects to answering a question on the ground of 

legal professional privilege, the answer will not be admissible in civil or criminal proceedings against the 

person who would, but for this subsection, have the benefit of the legal professional privilege. 

(4) The Authority may, if requested to do so by a person who has been required to answer a question by the 

Authority or who has produced books, papers or documents to the Authority, by order prohibit the 

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publication in any newspaper or by radio or television of the name of the person, any answer given by 

him or her in proceedings before the Authority or the contents of any book, paper or document produced 

by him or her to the Authority. 

(5) A person who contravenes an order under subsection (4) is guilty of an offence. 

Maximum penalty: $10 000. 

(6) The Authority may sit at any time and in any place (including a place outside this State) and may adjourn 

its sittings from time to time and from place to place. 

(7) In the course of any proceedings, the Authority may— 

(a) receive in evidence any transcript of evidence in proceedings before a court or tribunal and draw 

any conclusions of fact from the transcript that it thinks proper; or 

(b) adopt, as in its discretion it considers proper, any findings, decision or judgment of a court or 

tribunal that may be relevant to the matter before the Authority. 

15— Representation before Authority 

(1) A person appearing before the Authority may appear— 

(a) personally; 

(b) by counsel; 

(c) if a body corporate—by an officer or employee of the body corporate who has obtained leave of 

the Authority to appear on behalf of the body corporate; 

(d) if the party is a member of a genuine association formed to promote or protect the interests of a 

section of the liquor industry or the gaming machine industry or of employees in those 

industries—by an officer or employee of that association. 

(2) The Commissioner of Police may be represented before the Authority— 

(a) by a member of the police force; or 

(b) by counsel. 

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APPENDIX C 

The Rob Gerard letter 

2 April 2009 

Dear fellow SAJC Member 

This election for the Board of the SAJC sees us at a crossroad for the future of our Club and 

racing. The election is an opportunity for all of us together to put any mistakes of the past 

behind us and to get on with making sure that racing is everything that we want it to be. I 

write for two reasons. 

Firstly, I urge you to vote. We as members must make it very clear what we want from our 

new Board and our Club. Every candidate who asks for your vote deserves your 

consideration. When your voting papers arrive in the post, please consider the candidates and 

decide which ones will best represent your interests and future of racing. Then make sure that 

you lodge your vote. Your vote will help put the past behind us and help to ensure a positive 

future of racing in South Australia. 

Secondly, it is imperative that we as members elect a Board that commits to continue the 

good work of the past that has seen some of the hardest and most necessary decisions to 

guarantee the future and vitality of racing. I refer, of course, to the massive increases in prize 

money to attract strong fields, the difficult but well-considered and proper sale of 

Cheltenham, major improvements to both the facilities and race-day experience at 

Morphettville and incredibly important initiatives to attract young members who will be the 

next generation of racegoers. 

I urge you to consider your vote carefully against these key issues. This is no time to turn 

back the clock. We must go forward. If we are to do that, we must elect a unified Board that 

buries division and gets on with doing the job for us all. 

Together we must elect representatives who commit to the future and who will build on 

initiatives such as the sale of Cheltenham, increased prize money and better facilities at 

Morphettville and who will work hard to responsibly usher in a new generation of racegoers 

and continually improve the race-day experience. 

These will be the candidates that will receive my vote and, I hope, your vote too. I think 

racing and you as SAJC members deserve a Board that upholds the highest ethics and 

standards of governance and that communicates openly and transparently with us as members. 

Robert Gerard AO 

Patron 

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APPENDIX D 

The Hi Maddie email 

Hi Maddie 

Jordan Katalanis introduced you as an SAJC young member in August last year. By now you 

would have received an envelope with voting information. Jordan and I would really 

appriciate it if you coud take the time to vote and influence the direction of racing in the 

future by supporting a group of candidates who want young people to be involved, who want 

facilities to become modern to attract people like you, and make racing fun rather than it be 

seen as gambling attracting only older folks. Our team is led by Kerry O’brien, an former 

Olympian and the founder of Kerry O’brien Fitness Centre. Cosi from SAFM is also a 

candidate and will be looking after young member interests. I am seeking your support. 

If is Ok I will ring you later and suggest who you should support. 

Thanks for your time and have a great day. 

Cheers.... 

John (a racing enthusiast).... 

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APPENDIX E 

Outcome of the 2008 ballot 

RESULTS BOARD ELECTION 24 NOV 2008 

DAVID PEACOCK 437 

WAYNE FRANCIS 743 1 

KEVIN HARRISON 200 

JOHN THOMPSON 131 

CHRIS SARGENT 248 

ALISTAIR MCFARLANE 640 3 

KERRY O’BRIEN 660 2 

RICK LOVELL 579 4 

KEN SMITH 310 

(signed) (signed) (signed) 

W. PINKERTON P. LEWIS J. SAWLEY 

Note: This is a transcription of a handwritten document provided to the Authority, by the SAJC, during 

the course of the inquiry. It is the returning officers’ return of the 2008 elections. Voters were asked to 

make a mark against up to 4 candidates’ names. The first column of numbers is the number of votes 

recorded for each candidate. The total, of 3948, suggests that votes were cast by 987 people. The 

second column of numbers is the order in which the four successful candidates were elected. 

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APPENDIX F 

Letter to the editor of the Advertiser, 22 December 2008 

Strength of SA racing 

It is with regret that we feel that we need to comment on the recent press. Regret, because we 

strongly feel that racing in South Australia has not received a balanced review. 

Headlines about the SA racing industry being in crisis are unhelpful and manifestly 

inaccurate. Racing in SA has arguably never been stronger; consider the following: 

• The South Australian Jockey Club (SAJC) and Thoroughbred Racing SA (TRSA) have 

recently announced a $24 million increase to prize money over the next five years, $10.5 

million of which is coming from the SAJC. This will bring renewed interest in racing in SA 

and ensure the owners and breeders of quality horses do not only focus on racing on the 

eastern seaboard. 

• The Government has provided a $6 million grant to the Gawler racing club, which will 

match these funds facilitated by TRSA. This will enable the club to rebuild its track and 

facilities to rival the standard of any country racing club in Australia. 

• The Murray Bridge racing club has recently announced, with the assistance of TRSA, a 

self-funded plan to sell off their old track and build a complete facility for racing, training and 

residential to be built on a 250ha site adjacent to the freeway. 

• After selling the track at Cheltenham, the SAJC is in the process of building a new track 

and upgrading facilities at Morphettville. 

• The State Government has recognised that the racing industry creates 9000 jobs in SA, so is 

reducing the betting taxes levied in this state so that our races can compete more favourably 

with those in other states. 

We would like to note that the aforementioned initiatives relating to the SAJC would not have 

come about, but for the fantastic efforts of the SAJC’s recently stood down CEO, Steve 

Ploubidis. It appears that he has been the scapegoat in this unfortunate chapter of the SAJC’s 

history, and his efforts and passion for the industry will be missed. 

In summary, hopefully by getting some public acknowledgement of the many positives that 

the South Australian racing industry has going for it, people will see that the industry is by no 

means in crisis and once the issues have been worked through, the future is very bright. 

WOLF BLASS, ROB GERARD, HARRY PERKS 

Adelaide 

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APPENDIX G 

Letters on behalf of Mr John Naffine, 8 and 11 June 2010 

8 June 2010 

I am instructed to act for Mr Naffine, and to respond to the invitation set out in your letter 

dated 28 May 2010. 

To the extent possible, given the repetitious references to certain issues throughout the draft 

report, my client’s responses will be in respect of issues rather than by isolating matters by 

pages. 

CEO Salary contract terms 

Had the opportunity been available to him, Mr Naffine would have told the Inquiry that, on 

election as Chairman in 2005, he was presented by the outgoing chair with a finalised contract 

of employment for the CEO, was told it had been the subject of lengthy negotiations in 

conjunction with the SAJC’s solicitors, saw no reason to amend it and signed it. Mr Naffine 

was aware of some 150 years of tradition at the SAJC that it was appropriate for the Chairman 

to do so without further consultation. He believed, understandably, that the confidentiality 

provisions in the contract were enforceable. 

The board was informed of the gross salary, but not the minute details of the total package 

such as salary sacrifices etc, as those matters are generally confidential to the employee 

concerned in any event. The gross package was disclosed to the Board in each of the 2006 to 

2008 years. 

Membership Approval Process 

Legal advice was sought from Mr Pedler of Duncan Basheer Hannon and Mr Paul Slattery 

QC regarding the way applications were received and handled, and Mr Naffine followed their 

advice (that the nomination and seconding requirements were covered by the Board approval 

process) as one might expect. Mr Naffine is not a lawyer. 

As to the assertions at page 17, lines 28 to 36 18 he would have told you had he been asked that 

he was at a National Conference for his business when the request came in late in the 

afternoon by email, rang Pedler, who told him to leave it to him (Pedler) to deal with. 

The alleged Le Poidevin incident 

As was common practice, following a board meeting, some of those present assembled for a 

pizza or such, and perhaps a glass of wine, before going home. You have, with respect, taken 

my clients evidence out of context in regard the supposed ‘incident’. 

Mr Naffine and the other three Board members present were totally unaware of any ‘incident’ 

between Ploubidis and Le Poidevin at the post-board function. Mr Naffine was seated only 

one removed from Ploubidis. He did not hear the alleged words said. Forrester Jones called 

18 

These references are to page and line numbers of the draft of this report provided to Mr 

Naffine. They refer to the following text on page text on page 19: 

Mr Naffine was asked about a request made by solicitors Griffin Hilditch (on behalf of Bill Spear) demanding 

that relevant election documents be preserved. He recalled the issue and that he had delegated its handling to 

Mr Pedler. He agreed that he could have contacted the returning officer and directed him to retain all 

documents. He did not do so because he had not been advised to do so by Mr Pedler. 

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Appendix G: Letters on behalf of Mr John Naffine, 8 and 11 

June 2010—continued 

him the next morning. He rang Le Poidevin straight away asked what happened, and was 

asked by Le Poidevin to ‘forget about it’ as it was not an issue. Mr Naffine did as requested. 

He also spoke to McFarlane, who he knew had driven Le Poidevin home that evening, and 

was told that it was not raised in the course of the journey. That occurred late in the afternoon. 

Long Service Loan 

After the payout was agreed to, it became an issue whether that was the correct way to go 

about it, Mr Naffine referred it to the Finance sub-committee of which Spear was a member 

after taking legal advice from Minter Ellison. 

The issue was raised at the next Board Meeting, in the absence of Ploubidis, and agreed to, 

but was not minuted as it was an ‘in camera’ discussion. Subsequently, it was raised at the 

2008 AGM by a member. All Board members, except Spear, who was present, confirmed to 

the 400 odd members present that they had discussed and approved the loan in the Board 

Meeting. 

Forrester-Jones was not present at that Board Meeting. 

The Audit issue 

If the matter had been raised at the Inquiry, Mr Naffine would have told you that the auditor 

called him, complained of an approach by Spear and what impact it may have on the 

independence of the audit function. Mr Naffine related those concerns to Spear and the matter 

was recorded in Board minutes of the meeting on 23 October 2008. Copy attached 19 . A 

perceived lack of independence may well have disqualified the auditors. The approach of 

Spear was just prior to the elections, and was most likely designed to endeavour to have the 

auditors re-expense an item that the Auditors had already examined and approved after taking 

advice from the Head of Audit in Sydney (and which had been approved by the SAJC 

accountants), so as to put the accounts into loss. 

Other broad criticisms 

Page 63 at lines 27 to 31 20 

The conclusion is not supported by the clear and extensive minutes of all meetings. 

Cheltenham 

Legal advice having been taken from Minter Ellison, was Mr Naffine to ignore it, to the 

detriment of SAJC ? 

19 

20 

Attached was a document titled “Minutes of Board Meeting SAJC 313M Thursday 23rd 

October 2008”. The following paragraph on page 5 had been marked in the margin: 

Chairman asked Bill Spear if he had approached the auditors. He responded he had. Chairman indicated this 

was close to a breach of the Code of Conduct and Mr Spear had broken all the protocols that would normally 

apply to a Board member. 

These references are to page and line numbers of the draft of this report provided to Mr 

Naffine. They refer to the following text on page 66: 

The governing board is ultimately responsible for the stewardship of an organisation. The failings of the board, 

as a collective led by John Naffine, are evident from the support of the majority for matters such as Mr Naffine’s 

rulings on the confidentiality of the CEO’s employment terms and the real debate on key decisions taking place 

outside formal board meetings. 

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Appendix G: Letters on behalf of Mr John Naffine, 8 and 11 June 

2010—continued 

General 

Mr Naffine also requests the Inquiry to note that, at the time, there were a number of matters 

of great significance to the SAJC which he, as Chairman, was necessarily deeply involved in. 

He mentions in particular the Cheltenham Racecourse, the closure of Victoria Park, the 

building of new infrastructure at Morphettville and the reformation of TRSA and its new 

Board. 

This response has been approved by Mr Naffine. 

Kind regards 

NEIL STRAWBRIDGE 

Cleveland Chambers, North Adelaide 

[The Authority’s Director acknowledged the letter and sought clarification on the remarks 

under the heading “Cheltenham”, noting that they did not appear to be a response to any 

observation made by the Authority concerning Cheltenham Park Racecourse. Mr Strawbridge 

responded.] 

11 June 2010 

The reference under the heading “Cheltenham” was for the purpose of highlighting the extent 

to which witnesses, in Inquiries such as that conducted by IGA, are prepared to push their 

own private barrows, irrespective of whether their viewpoint might have no relevance at all to 

any issue of merit. 

Kind regards 

NEIL STRAWBRIDGE 

Cleveland Chambers, North Adelaide 

84



Report 

APPENDIX H 

Letter from Mr McLeay, 8 June 2010 

I am pleased that you have given me the opportunity to express my utter disappointment with 

your inquiry. 

As you are well aware I was entitled to legal representation at such a hearing but because of 

the Authority’s under handed and unprofessional approach to such Inquiry I was not afforded 

the benefit of legal counsel. 

Suffice to say during your extensive enquiries into the issues of ‘New Members’ my 

recollection is that I never received a question about the ‘New Members’. 

Furthermore given the significance of the Inquiry the failure to correctly identify the matters 

to be discussed with me and thus duping me into believing I would not need Legal Counsel 

you then failed to warn me about the evidentiary effect on matters said to the Inquiry. 

This was a basic ‘Kangaroo Court’ situation where I was denied my rights both under Statute 

and Common Law. 

In the circumstances I strongly oppose you making any comment on the matters discussed by 

me at the Inquiry. 

As you are probably now aware other allegations as to my conduct as a member of the South 

Australian Jockey Club have been dropped and will not proceed. 

In the circumstances so that you can complete your report I suggest when commenting upon 

my evidence (I am not waiving any of my rights in suggesting this) you say: 

‘Having heard Mr McLeay’s version of events we are satisfied that at all material times he 

acted Bona Fide and in the best interests of the South Australian Jockey Club. His 

payment for ‘New Members’ in no way provided any personal or financial benefit to him 

what so ever’ 

Should in the report there be any suggestion of impropriety on my part then I will challenge 

such findings and raise the legality of the report so far as it applies to me. 

Yours faithfully 

TRAVIS McLEAY 

85


Level 4 

45 Grenfell Street Adelaide 

Post Office Box 67 

Rundle Mall South Australia 5000 

+ 61 8 8226 7233 (voice) 

+ 61 8 8226 7247 (facsimile) 

www.iga.sa.gov.au 

iga@iga.sa.gov.au

SAJC--report of inquiry into suitability of close associates - Portellos ...

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