Integra Mining Limited, in the matter of Integra Mining Limited (No 2) [2013] FCA 220

Integra Mining Limited, in the matter of Integra Mining Limited (No 2) [2013] FCA 220

The scheme was procedurally compliant, overwhelmingly supported by members voting in good faith, fair and reasonable as confirmed by an independent expert and court scrutiny, and the exemption from s 411(11) was appropriate given post-scheme changes in company structure; therefore, approval and exemption were granted.

Jurisdiction
Australia
Judgment Date
13 March 2013
Procedural Posture
Corporations – Scheme of Arrangement / Second Court Hearing – Approval of Scheme
Outcome
Scheme of arrangement approved; exemption from s 411(11) granted.
Legal Topics
['scheme of Arrangement' 'court Approval of Schemes' 'exemption Under S 411(12) Corporations Act' 'shareholder Meeting and Voting Requirements']
['corporations Law'] ['scheme of Arrangement' 'court Approval of Schemes' 'exemption Under S 411(12) Corporations Act' 'shareholder Meeting and Voting Requirements']

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Procedural Posture

Corporations – Scheme of Arrangement / Second Court Hearing – Approval of Scheme

Legal Issues

  1. 1 ['Whether all procedural requirements for scheme of arrangement approval were met' 'Whether the scheme was proposed in good faith and for a proper purpose' 'Whether the scheme was fair and reasonable for members' 'Whether exemption from s 411(11) should be granted']

Ratio Decidendi

The scheme was procedurally compliant, overwhelmingly supported by members voting in good faith, fair and reasonable as confirmed by an independent expert and court scrutiny, and the exemption from s 411(11) was appropriate given post-scheme changes in company structure; therefore, approval and exemption were granted.

Court Disposition

Scheme of arrangement approved; exemption from s 411(11) granted.

Orders

  • ['Scheme of arrangement between Integra Mining Limited and its shareholders is approved pursuant to s 411(4)(b) of the Corporations Act 2001 (Cth).' 'Plaintiff exempted from compliance with s 411(11) of the Corporations Act 2001 (Cth) in relation to the scheme.' 'Orders to be entered forthwith.']