MYOB Group Limited, in the matter of MYOB Group Limited [2019] FCA 484

MYOB Group Limited, in the matter of MYOB Group Limited [2019] FCA 484

An adjournment to allow objecting shareholders early access to a scheme booklet and to lead competing expert evidence was not warranted as the scheme was not complex, the process was fair, and their concerns could be raised at the second hearing. The statutory and procedural requirements for ordering the meeting had...

Source-derived case information.

Jurisdiction
Australia
Judgment Date
13 March 2019
Procedural Posture
Corporations – Scheme of Arrangement / First Court Hearing – Orders on Interlocutory Application and Seeking to Convene Shareholders' Scheme Meeting
Outcome
Interlocutory adjournment application dismissed; scheme meeting to be convened; leave to inspect documents and to be heard granted.
Legal Topics
['scheme of Arrangement' 'shareholder Meetings' 'disclosure Requirements' 'independent Expert Report' 'adjournment Applications']
['corporations Law'] ['scheme of Arrangement' 'shareholder Meetings' 'disclosure Requirements' 'independent Expert Report' 'adjournment Applications']

Source-derived case record

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Procedural Posture

Corporations – Scheme of Arrangement / First Court Hearing – Orders on Interlocutory Application and Seeking to Convene Shareholders' Scheme Meeting

Legal Issues

  1. 1 ['Whether to grant adjournment to allow objecting shareholders to review scheme documents and file expert evidence' 'Whether scheme booklet contains proper disclosure for members under Corporations Act' 'Whether meeting to consider scheme should be convened' 'Whether procedural and statutory requirements are satisfied for scheme of arrangement']

Ratio Decidendi

An adjournment to allow objecting shareholders early access to a scheme booklet and to lead competing expert evidence was not warranted as the scheme was not complex, the process was fair, and their concerns could be raised at the second hearing. The statutory and procedural requirements for ordering the meeting had been met, and proper disclosure was made.

Court Disposition

Interlocutory adjournment application dismissed; scheme meeting to be convened; leave to inspect documents and to be heard granted.

Orders

  • ['Manikay Partners, LLC has leave to be heard without becoming a party.' 'Manikay Partners, LLC granted leave to inspect evidence on and from 14 March 2019.' 'Interlocutory process otherwise dismissed; costs reserved.' 'Plaintiff (MYOB) to convene scheme meeting of eligible members on 17 April 2019 to consider...