In the matter of rhipe Limited [2021] NSWSC 1170

In the matter of rhipe Limited [2021] NSWSC 1170

The Court ordered the convening of the scheme meeting because the statutory and procedural requirements for such an order under s 411 of the Corporations Act 2001 (Cth) were met. The scheme is properly proposed, sufficiently explained, provides adequate disclosure, and does not otherwise present an obvious flaw or unfairness that precludes consideration by shareholders.

Jurisdiction
Australia
Judgment Date
15 September 2021
Procedural Posture
Scheme of Arrangement Application / First Court Hearing—orders to Convene Scheme Meeting
Outcome
Orders made convening scheme meeting and making ancillary orders.
Legal Topics
['scheme of Arrangement' 'scheme Meeting' 'disclosure' 'shareholder Rights' 'break Fee' 'exclusivity Provisions' 'virtual Meetings']
['corporations Law' 'equity'] ['scheme of Arrangement' 'scheme Meeting' 'disclosure' 'shareholder Rights' 'break Fee' 'exclusivity Provisions' 'virtual Meetings']

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Procedural Posture

Scheme of Arrangement Application / First Court Hearing—orders to Convene Scheme Meeting

Legal Issues

  1. 1 ['Whether orders should be made to convene a meeting of members to consider a proposed scheme of arrangement under s 411 of the Corporations Act 2001 (Cth)' 'Whether the scheme booklet provides proper disclosure' 'Whether the scheme is bona fide and properly proposed' 'Whether statutory, procedural, and notification requirements have been met']

Ratio Decidendi

The Court ordered the convening of the scheme meeting because the statutory and procedural requirements for such an order under s 411 of the Corporations Act 2001 (Cth) were met. The scheme is properly proposed, sufficiently explained, provides adequate disclosure, and does not otherwise present an obvious flaw or unfairness that precludes consideration by shareholders.

Court Disposition

Orders made convening scheme meeting and making ancillary orders.

Orders

  • ['The Court ordered the convening of a meeting of rhipe Limited shareholders to consider the scheme of arrangement and made associated ancillary orders as sought.']