AuStar Gold Limited, in the matter of AuStar Gold Limited (No 2) [2021] FCA 972

AuStar Gold Limited, in the matter of AuStar Gold Limited (No 2) [2021] FCA 972

The Court approved the proposed schemes as all statutory and procedural requirements were satisfied, the scheme was considered fair and reasonable, there was overwhelming support among voting shareholders and optionholders, disclosure was full and fair, ASIC had no objection, and there was no reason to doubt the interests of shareholders and optionholders were protected.

Parties
Plaintiff: AuStar Gold Limited; Other Party: White Rock Minerals Limited
Jurisdiction
Australia
Judgment Date
11 August 2021
Procedural Posture
Members' Scheme of Arrangement Approval / Second Hearing – Approval of Scheme
Outcome
Scheme of arrangement approved.
Legal Topics
Schemes of Arrangement, Court Approval of Schemes, Shareholder Meetings, ASIC Notification, Cross Border Securities Regulation
Corporations Law Schemes of Arrangement Court Approval of Schemes Shareholder Meetings ASIC Notification Cross Border Securities Regulation

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Parties

AuStar Gold Limited

Plaintiff

White Rock Minerals Limited

Other Party

Procedural Posture

Members' Scheme of Arrangement Approval / Second Hearing – Approval of Scheme

Legal Issues

  1. 1 Should the Court approve the proposed members' and optionholders' schemes of arrangement under ss 411(4)(b) and 411(6) of the Corporations Act 2001 (Cth)?

Ratio Decidendi

The Court approved the proposed schemes as all statutory and procedural requirements were satisfied, the scheme was considered fair and reasonable, there was overwhelming support among voting shareholders and optionholders, disclosure was full and fair, ASIC had no objection, and there was no reason to doubt the interests of shareholders and optionholders were protected.

Court Disposition

Scheme of arrangement approved.

Orders

  • Scheme of arrangement between AuStar Gold Limited and its shareholders approved under ss 411(4)(b) and 411(6) of the Corporations Act 2001 (Cth) (Annexure A).
  • Scheme of arrangement between AuStar Gold Limited and its listed optionholders approved under ss 411(4)(b) and 411(6) of the Corporations Act 2001 (Cth) (Annexure B).