Stirling Resources NL v Capital Energy NL (No 2) [1996] FCA 248

Stirling Resources NL v Capital Energy NL (No 2) [1996] FCA 248

The injunction was not lifted because the Commission exemption appeared to require actual alterations to the dispatched offers and Part A Statements, and Capital Energy NL could not undertake to make those alterations. Stirling had not made out an arguable breach of s662, and the proposed alteration to cl18 was not...

Source-derived case information.

Jurisdiction
Australia
Judgment Date
03 April 1996
Procedural Posture
Federal Court Application Concerning an Injunction Restraining Dispatch of Takeover Offers and Part a Statements / Application to Lift an Injunction Following an Australian Securities Commission Exemption
Outcome
Application to lift the injunction refused at this stage; liberty to apply reserved if a further document is obtained from the Commission.
Legal Topics
['exemption Under S728 of the Corporations Law' 'defeating Conditions Under S662 of the Corporations Law' 'part a Statement Disclosure' 'minimum Acceptance Condition']
['corporations Law' 'takeovers' 'injunctions'] ['exemption Under S728 of the Corporations Law' 'defeating Conditions Under S662 of the Corporations Law' 'part a Statement Disclosure' 'minimum Acceptance Condition']

Source-derived case record

Summary, issues, holding and outcome

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Procedural Posture

Federal Court Application Concerning an Injunction Restraining Dispatch of Takeover Offers and Part a Statements / Application to Lift an Injunction Following an Australian Securities Commission Exemption

Legal Issues

  1. 1 ['Whether the injunction should be lifted after the Australian Securities Commission granted an exemption under s728 of the Corporations Law.' "Whether dispatching additional information concerning Silksafe Pty Limited's intention to accept Capital Energy NL's offer would breach s662(2)(b) of the Corporations Law." 'Whether the proposed alteration to cl18 of the Part A Statement would be misleading or likely to mislead shareholders.']

Ratio Decidendi

The injunction was not lifted because the Commission exemption appeared to require actual alterations to the dispatched offers and Part A Statements, and Capital Energy NL could not undertake to make those alterations. Stirling had not made out an arguable breach of s662, and the proposed alteration to cl18 was not misleading, but those matters did not justify lifting the injunction absent a further satisfactory Commission document.

Court Disposition

Application to lift the injunction refused at this stage; liberty to apply reserved if a further document is obtained from the Commission.

Orders

  • ['The injunction was not lifted at this stage.' 'Liberty to apply was reserved in the event that a further document is obtained from the Commission permitting the offers to be dispatched in their existing form with an explanatory memorandum.']