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Sequoia Financial Group (ASX: SEQ) has labelled as “unfounded” claims by the corporate regulator that the planned sale of its subsidiary InterPrac Financial Planning could adversely affect hundreds of investors caught up in the collapse of the Shield and First Guardian Master Funds.
The Australian Securities and Investments Commission (ASIC) commenced Federal Court proceedings on 8 April 2026 seeking the appointment of a receiver to investigate whether the proposed sale of InterPrac to Conquest Investment Partners for $50,000 is "bona fide, fair and reasonable".
The regulator flagged concerns that the transaction could affect the interests of creditors, including about 911 investors who have lodged open complaints against InterPrac with the Australian Financial Complaints Authority (AFCA).
Sequoia says in an ASX announcement today that ASIC's concern about the impact on creditors is "unfounded" and argues the court action itself prevents a Cross Deed of Guarantee dated 25 May 2022 from being released, meaning creditor protections remain in place regardless of whether the sale proceeds.
The dispute sits within a broader regulatory reckoning over the Shield and First Guardian collapse, which ASIC has said put an estimated $1.2 billion in retirement savings at risk.
InterPrac's authorised representatives advised around 6,843 clients to invest about $677 million of superannuation into the two funds.
ASIC filed separate civil penalty proceedings against InterPrac in the Federal Court in November last year, alleging the licensee failed to do enough to monitor and supervise its authorised representatives who were recommending clients switch their superannuation into Shield and First Guardian.
ASIC deputy chair Sarah Court said at the time that InterPrac's alleged oversight and compliance failures exposed thousands of Australians to poor advice and significant financial risk.
However, Sequoia said it planned to defend ASIC's allegations "vigorously" adding that it had cooperated fully with the regulator's investigation.
The latest front in the dispute centres on the structure of the proposed sale of InterPrac.
ASIC's concern is that offloading InterPrac to Conquest Investment Partners for $50,000 could leave the subsidiary without the financial backing of Sequoia's broader group, potentially diminishing recoveries for investors pursuing complaints through AFCA.
Sequoia Wealth entered into a share sale agreement in March to offload all of its shares in Interprac to Conquest Investment Partners.
If appointed by the court, the receiver will investigate and report on whether the sale of Interprac’s shares by Sequoia Wealth to Conquest is bona fide, fair and reasonable, and report on Interprac’s financial position and its solvency.
ASIC says it is bringing this application out of concern that the intended sale of Interprac may adversely affect the interests of its creditors, including Interprac’s liabilities arising from AFCA complaints in relation to the Shield Master Fund and First Guardian Master Fund, "given that Sequoia may cease to guarantee Interprac’s debts upon completion of the sale to Conquest".
Sequoia notes that the court proceeding does not seek to appoint a receiver over any property of InterPrac other than the guarantees in the ASIC Cross Deed of Guarantee.
“Any such appointment of a receiver by the court will not prevent InterPrac from being able to continue to trade in the ordinary course nor would it prevent the proposed sale of InterPrac to Conquest from proceeding,” says the company.
“If a receiver is appointed, the receiver will have no power to dispose or encumber any property of InterPrac.”
Sequoia also notes that ASIC has stated concerns that the planned sale of InterPrac may adversely affect the interests of InterPrac’s creditors, including InterPrac’s liabilities arising from AFCA complaints in relation to the Shield Master Fund and First Guardian Master Fund.
"Sequoia believes that concern is unfounded," says the company.
In March, Sequoia disclosed that InterPrac has commenced its own Federal Court proceedings against the AFCA over a determination made in December 2025.
“InterPrac considers that AFCA did not adequately take account of the conduct of other parties connected with the Shield Master Fund when allocating responsibility for losses arising from the fund’s collapse in accordance with AFCA rules,” Sequoia said at the time.
Meanwhile, Sequoia says it continues to engage with the ASX regarding whether shareholder approval is required for the sale of InterPrac under Listing Rule 11.2.
“The company had anticipated receiving ASX’s determination this week, but ASX has since sought further clarity over the proposed appointment of a receiver to InterPrac before making a determination,” says the company.
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