In the matter of Aveo Group Limited and Aveo Funds Management Limited [2019] NSWSC 1348

In the matter of Aveo Group Limited and Aveo Funds Management Limited [2019] NSWSC 1348

Court was satisfied that both the Company Scheme and Trust Scheme met the statutory and case law requirements for convening meetings and approving disclosure, and that responsible entity was justified in propounding Trust Scheme amendments within the constitutional powers and s 601GC of the Corporations Act.

Jurisdiction
Australia
Judgment Date
04 October 2019
Procedural Posture
Scheme of Arrangement and Judicial Advice Application / First Court Hearing – Orders Convening Company Scheme and Trust Scheme Meetings
Outcome
Orders made convening scheme meetings and approving scheme booklet; judicial advice granted for Trust Scheme resolutions and amendments.
Legal Topics
['schemes of Arrangement' 'managed Investment Schemes' 'judicial Advice Under Trustee Act' 'disclosure Requirements' 'director Recommendations' 'exclusivity Provisions' 'break Fee' 'performance Risk']
['corporations' 'equity'] ['schemes of Arrangement' 'managed Investment Schemes' 'judicial Advice Under Trustee Act' 'disclosure Requirements' 'director Recommendations' 'exclusivity Provisions' 'break Fee' 'performance Risk']

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Procedural Posture

Scheme of Arrangement and Judicial Advice Application / First Court Hearing – Orders Convening Company Scheme and Trust Scheme Meetings

Legal Issues

  1. 1 ['Whether requirements to convene scheme meetings under s 411 of the Corporations Act are satisfied' 'Whether responsible entity is justified in propounding Trust Scheme resolutions' 'Whether constitutional amendments for Trust Scheme are within alteration powers and s 601GC of Corporations Act' 'Adequacy of disclosure to securityholders' 'Treatment of director recommendation with equity interest' 'Validity of reimbursement fee and exclusivity provisions']

Ratio Decidendi

Court was satisfied that both the Company Scheme and Trust Scheme met the statutory and case law requirements for convening meetings and approving disclosure, and that responsible entity was justified in propounding Trust Scheme amendments within the constitutional powers and s 601GC of the Corporations Act.

Court Disposition

Orders made convening scheme meetings and approving scheme booklet; judicial advice granted for Trust Scheme resolutions and amendments.

Orders

  • ['Company Scheme meeting convened under s 411 of Corporations Act' 'Trust Scheme meeting convened and responsible entity judicial advice given' 'Scheme booklet approved for distribution to securityholders' 'Scheme booklet allowed to be dispatched electronically to eligible securityholders' 'Orders exclude operation...