Blackmores Limited, in the matter of Blackmores Limited [2023] FCA 624

Blackmores Limited, in the matter of Blackmores Limited [2023] FCA 624

The Court is satisfied that the proposed scheme of arrangement is conventional, adequately disclosed, and that no unusual features or deficiencies preclude convening the scheme meeting, so it is appropriate for orders to convene the meeting to be made.

Jurisdiction
Australia
Judgment Date
08 June 2023
Procedural Posture
Corporations Scheme of Arrangement / First Court Hearing on Convening of Scheme Meeting
Outcome
Orders made convening scheme meeting and approving distribution of scheme and proxy materials; proceedings adjourned for second hearing.
Legal Topics
['scheme of Arrangement' 'acquisition of Shares' 'court Approval of Schemes' 'shareholder Meetings']
['corporations Law'] ['scheme of Arrangement' 'acquisition of Shares' 'court Approval of Schemes' 'shareholder Meetings']

Case Brief

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Procedural Posture

Corporations Scheme of Arrangement / First Court Hearing on Convening of Scheme Meeting

Legal Issues

  1. 1 ['Whether to make orders convening a scheme meeting under s 411 of the Corporations Act 2001 (Cth)' 'Adequacy of disclosure regarding director benefits and special dividend' 'Requirement for evidence of due execution of deed poll by foreign corporation' 'Appropriateness of break fee' 'Classification of members for voting' 'Communication with shareholders']

Ratio Decidendi

The Court is satisfied that the proposed scheme of arrangement is conventional, adequately disclosed, and that no unusual features or deficiencies preclude convening the scheme meeting, so it is appropriate for orders to convene the meeting to be made.

Court Disposition

Orders made convening scheme meeting and approving distribution of scheme and proxy materials; proceedings adjourned for second hearing.

Orders

  • ['Plaintiff to convene and hold scheme meeting of shareholders on 18 July 2023 to consider the proposed scheme of arrangement.' 'Approval given for the distribution of the Scheme Booklet and proxy forms to shareholders.' 'Specific logistics for dispatching meeting materials to shareholders outlined.' 'Plaintiff to...