LongReach Group Limited, in the matter of LongReach Group Limited [2006] FCA 1586

LongReach Group Limited, in the matter of LongReach Group Limited [2006] FCA 1586

The Court was satisfied that the schemes of arrangement had been duly approved by the relevant majority of shareholders, noteholders and optionholders after proper meetings were convened as ordered pursuant to s 411(1), that the consideration and procedural requirements were fair and complied with statutory...

Source-derived case information.

Jurisdiction
Australia
Judgment Date
22 November 2006
Procedural Posture
Corporations Scheme of Arrangement / Judgment and Orders Following First and Second Court Hearings
Outcome
Approved—applications granted in full.
Legal Topics
['scheme of Arrangement' 'shareholder Approval' 'court Approval of Merger' 'share, Note and Option Transfers' 'substitution of Securities']
['corporations Law' 'mergers and Acquisitions'] ['scheme of Arrangement' 'shareholder Approval' 'court Approval of Merger' 'share, Note and Option Transfers' 'substitution of Securities']

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Procedural Posture

Corporations Scheme of Arrangement / Judgment and Orders Following First and Second Court Hearings

Legal Issues

  1. 1 ['Whether the proposed schemes of arrangement between LongReach Group Limited and its shareholders, noteholders and optionholders should be approved under s 411 of the Corporations Act 2001 (Cth)' 'Whether LongReach should be exempted from compliance with s 411(11) of the Corporations Act 2001 (Cth)']

Ratio Decidendi

The Court was satisfied that the schemes of arrangement had been duly approved by the relevant majority of shareholders, noteholders and optionholders after proper meetings were convened as ordered pursuant to s 411(1), that the consideration and procedural requirements were fair and complied with statutory requirements, and that there was no substantive opposition. ASIC did not object. Accordingly, approval under s 411(4)(b) was granted for the Share Scheme, Convertible Notes Scheme and Options Scheme, and exemption from s 411(11) was granted under s 411(12).

Court Disposition

Approved—applications granted in full.

Orders

  • ['LongReach convene meetings of shareholders, noteholders and optionholders to consider respective schemes of arrangement (18 September 2006 order)' 'Approval of the scheme of arrangement between LongReach and its shareholders in the form annexed (Annexure A) (9 November 2006 order)' 'Approval of the scheme of...