Opticomm Limited, in the matter of Opticomm Limited [2020] FCA 1679

Opticomm Limited, in the matter of Opticomm Limited [2020] FCA 1679

Having found that all statutory and procedural requirements under s 411 of the Corporations Act 2001 (Cth) were satisfied, including approval by the requisite majorities, comprehensive disclosure, no opposition from ASIC, and that the scheme is fair and reasonable, it is appropriate for the Court to exercise its discretion to approve the scheme of arrangement.

Jurisdiction
Australia
Judgment Date
12 November 2020
Procedural Posture
Scheme of Arrangement Approval Application / Second Court Hearing – Application for Approval of Scheme
Outcome
Scheme of arrangement approved. Orders made as sought by the applicant.
Legal Topics
['schemes of Arrangement' 'court Approval of Schemes' 'financial Assistance' 'shareholder Voting' 'asic Involvement' 'procedure Under Corporations Act 2001 (cth)']
['corporations Law'] ['schemes of Arrangement' 'court Approval of Schemes' 'financial Assistance' 'shareholder Voting' 'asic Involvement' 'procedure Under Corporations Act 2001 (cth)']

Case Brief

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Procedural Posture

Scheme of Arrangement Approval Application / Second Court Hearing – Application for Approval of Scheme

Legal Issues

  1. 1 ['Whether the statutory and procedural requirements under s 411 of the Corporations Act 2001 (Cth) for approval of a scheme of arrangement have been complied with' 'Whether the Court should exercise its discretion to approve the scheme of arrangement' 'Whether the scheme was proposed for the purpose of avoiding Chapter 6 of the Act' 'Whether financial assistance provisions under Part 2J.3 of the Act are satisfied']

Ratio Decidendi

Having found that all statutory and procedural requirements under s 411 of the Corporations Act 2001 (Cth) were satisfied, including approval by the requisite majorities, comprehensive disclosure, no opposition from ASIC, and that the scheme is fair and reasonable, it is appropriate for the Court to exercise its discretion to approve the scheme of arrangement.

Court Disposition

Scheme of arrangement approved. Orders made as sought by the applicant.

Orders

  • ['Pursuant to s 411(4)(b) of the Corporations Act 2001 (Cth), the Scheme of Arrangement between Opticomm Limited and its members (other than Uniti Group Limited), as agreed at the meeting held on 6 November 2020, is approved.' 'Pursuant to s 411(12) of the Corporations Act 2001 (Cth), the applicant is exempted from...