In the matter of Re1 Limited (ABN 80 145 743 862) and Re2 Limited as responsible entities for Westfield Retail Trust 1 and Westfield Retail Trust 2 (No 3) [2014] NSWSC 762

In the matter of Re1 Limited (ABN 80 145 743 862) and Re2 Limited as responsible entities for Westfield Retail Trust 1 and Westfield Retail Trust 2 (No 3) [2014] NSWSC 762

RE1 and RE2 Limited, as responsible entities, would be justified in distributing an amended second supplementary securityholder booklet, publishing an advertisement, and resuming the adjourned securityholder meeting, subject to specified amendments and procedural safeguards relating to notice and voting entitlement.

Parties
Plaintiff: RE1 Limited; Plaintiff: RE2 Limited; Intervener: Westfield Holdings Limited; Amicus Curiae: Australian Securities & Investments Commission
Jurisdiction
Australia
Judgment Date
03 June 2014
Procedural Posture
Interlocutory Application / Application for Judicial Advice Prior to Resumption of Adjourned Meeting
Outcome
Relief granted as sought, subject to amendments and directions.
Legal Topics
Managed Investments, Responsible Entity, Trust Scheme of Arrangement, Judicial Advice, Securityholder Meeting
Corporate Law Equity Managed Investments Responsible Entity Trust Scheme of Arrangement Judicial Advice Securityholder Meeting

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Parties

RE1 Limited

Plaintiff

RE2 Limited

Plaintiff

Westfield Holdings Limited

Intervener

Australian Securities & Investments Commission

Amicus Curiae

Procedural Posture

Interlocutory Application / Application for Judicial Advice Prior to Resumption of Adjourned Meeting

Legal Issues

  1. 1 Whether responsible entities are justified in distributing a second supplementary securityholders' booklet
  2. 2 Whether responsible entities are justified in publishing an advertisement for the adjourned meeting
  3. 3 Whether responsible entities are justified in resuming the adjourned securityholder meeting and conducting it under defined parameters

Ratio Decidendi

RE1 and RE2 Limited, as responsible entities, would be justified in distributing an amended second supplementary securityholder booklet, publishing an advertisement, and resuming the adjourned securityholder meeting, subject to specified amendments and procedural safeguards relating to notice and voting entitlement.

Court Disposition

Relief granted as sought, subject to amendments and directions.

Orders

  • RE1 and RE2 justified in distributing second supplementary securityholder booklet, subject to specified amendments.
  • RE1 and RE2 justified in publishing an advertisement in terms of the draft provided.