Envestra Limited, in the matter of Envestra Limited [2014] FCA 395

Envestra Limited, in the matter of Envestra Limited [2014] FCA 395

The Court was satisfied, having regard to the materials, disclosures, expert reports, and ASIC’s involvement, that it was appropriate to order the convening of the meeting of Envestra shareholders, on the terms sought, to consider and vote on the proposed scheme of arrangement pursuant to s 411(1) of the Corporations Act 2001 (Cth).

Jurisdiction
Australia
Judgment Date
07 April 2014
Procedural Posture
Corporations Scheme of Arrangement / Order for Convening Meeting of Members Under S 411(1) Corporations Act
Outcome
Orders made for convening the meeting of shareholders and ancillary steps; application granted.
Legal Topics
['scheme of Arrangement' 'meetings of Shareholders' 'approval of Explanatory Statement' 'role of Directors' 'independent Expert Reports']
['corporations Law'] ['scheme of Arrangement' 'meetings of Shareholders' 'approval of Explanatory Statement' 'role of Directors' 'independent Expert Reports']

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Procedural Posture

Corporations Scheme of Arrangement / Order for Convening Meeting of Members Under S 411(1) Corporations Act

Legal Issues

  1. 1 ['Whether a meeting of holders of fully paid ordinary shares (other than specified excluded shareholders) should be convened to consider and approve a scheme of arrangement under s 411(1) of the Corporations Act 2001 (Cth)' 'Whether the explanatory statement and associated materials satisfy statutory requirements' 'Whether proper notice and opportunity has been given to ASIC and shareholders']

Ratio Decidendi

The Court was satisfied, having regard to the materials, disclosures, expert reports, and ASIC’s involvement, that it was appropriate to order the convening of the meeting of Envestra shareholders, on the terms sought, to consider and vote on the proposed scheme of arrangement pursuant to s 411(1) of the Corporations Act 2001 (Cth).

Court Disposition

Orders made for convening the meeting of shareholders and ancillary steps; application granted.

Orders

  • ['A meeting of holders of fully paid ordinary shares of Envestra Limited (other than specified excluded shareholders) to be convened as set out in the orders.' 'Approval of explanatory statement (Scheme Booklet) for dispatch to shareholders.' 'Directions as to dispatch, entitlement to vote, proxy procedures,...