Crown Resorts Limited, in the matter of Crown Resorts Limited (No 2) [2022] FCA 710

Crown Resorts Limited, in the matter of Crown Resorts Limited (No 2) [2022] FCA 710

The Scheme of Arrangement between Crown Resorts Limited and its shareholders was approved in its altered form, as statutory and procedural requirements including fairness and disclosure had been satisfied, ASIC had no objection, and the proposed alteration was minor, technical, and consistent with the scheme’s intent and shareholder approval. An exemption from compliance with s 411(11) of the Corporations Act 2001 was also granted.

Jurisdiction
Australia
Judgment Date
15 June 2022
Procedural Posture
Corporations Scheme of Arrangement / Second Court Hearing Approval of Scheme
Outcome
Scheme approved in altered form; exemption from compliance with s 411(11) granted.
Legal Topics
['scheme of Arrangement' 'court Approval' 'shareholder Meeting' 'fairness and Reasonableness' 'exemption Under S 411(11)']
['corporations Law'] ['scheme of Arrangement' 'court Approval' 'shareholder Meeting' 'fairness and Reasonableness' 'exemption Under S 411(11)']

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Procedural Posture

Corporations Scheme of Arrangement / Second Court Hearing Approval of Scheme

Legal Issues

  1. 1 ['Whether to approve the scheme of arrangement under s 411(4)(b) of the Corporations Act 2001' 'Whether the scheme is fair and reasonable' 'Compliance with procedural and statutory requirements' 'Whether to alter the terms of the scheme under s 411(6)' 'Exemption from compliance with s 411(11) of the Corporations Act 2001']

Ratio Decidendi

The Scheme of Arrangement between Crown Resorts Limited and its shareholders was approved in its altered form, as statutory and procedural requirements including fairness and disclosure had been satisfied, ASIC had no objection, and the proposed alteration was minor, technical, and consistent with the scheme’s intent and shareholder approval. An exemption from compliance with s 411(11) of the Corporations Act 2001 was also granted.

Court Disposition

Scheme approved in altered form; exemption from compliance with s 411(11) granted.

Orders

  • ['The Scheme of Arrangement between Crown Resorts Limited and its members, as altered, is approved under s 411(4)(b) of the Corporations Act 2001.' 'Alteration to the Scheme pursuant to s 411(6) as shown in tracked changes, ensuring exclusion of certain shares beneficially held by a related body corporate of...