Hardman Resources Limited ACN 009 210 235, In the matter of Hardman Resources Limited ACN 009 210 235 [2006] FCA 1635

Hardman Resources Limited ACN 009 210 235, In the matter of Hardman Resources Limited ACN 009 210 235 [2006] FCA 1635

The Court ordered that the scheme meeting be convened because Hardman had satisfied the formal requirements for convening the meeting, the scheme booklet complied with the Act and Corporations Regulations 2001 (Cth), ASIC did not oppose the convening of the meeting, independent expert material supported the scheme, and the scheme was one that reasonable shareholders, properly informed, could agree to.

Jurisdiction
Australia
Judgment Date
14 November 2006
Procedural Posture
Application Under S 411 of the Corporations Act 2001 (cth) to Convene a Meeting for a Proposed Scheme of Arrangement / First Court Hearing for Orders Convening Scheme Meeting
Outcome
Orders made convening the Hardman Scheme Meeting and approving the explanatory statement, with the proceeding stood over for the second court hearing.
Legal Topics
['scheme of Arrangement' 'shareholder Meeting' 'explanatory Statement' 'independent Expert Report' 'court Approval Process']
['corporations Law'] ['scheme of Arrangement' 'shareholder Meeting' 'explanatory Statement' 'independent Expert Report' 'court Approval Process']

Case Brief

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Procedural Posture

Application Under S 411 of the Corporations Act 2001 (cth) to Convene a Meeting for a Proposed Scheme of Arrangement / First Court Hearing for Orders Convening Scheme Meeting

Legal Issues

  1. 1 ['Whether the Court should order Hardman Resources Limited to convene a meeting of shareholders to consider the proposed scheme of arrangement under s 411 of the Corporations Act 2001 (Cth).' 'Whether the scheme booklet and explanatory statement complied with the relevant statutory and regulatory requirements.' 'Whether the proposed scheme was one that reasonable shareholders, properly informed, could agree to.']

Ratio Decidendi

The Court ordered that the scheme meeting be convened because Hardman had satisfied the formal requirements for convening the meeting, the scheme booklet complied with the Act and Corporations Regulations 2001 (Cth), ASIC did not oppose the convening of the meeting, independent expert material supported the scheme, and the scheme was one that reasonable shareholders, properly informed, could agree to.

Court Disposition

Orders made convening the Hardman Scheme Meeting and approving the explanatory statement, with the proceeding stood over for the second court hearing.

Orders

  • ['Pursuant to section 411(1) of the Corporations Act 2001(Cth), Hardman convene a meeting of holders of fully paid ordinary shares in Hardman, other than Excluded Shareholders, to consider and if thought fit agree to the Hardman Scheme.' 'The Hardman Scheme Meeting be held at 9:30am (Perth time), on 18 December 2006...