Ticor Limited ACN: 009 084 851 In the Matter of Ticor Limited ACN: 009 084 851 [2005] FCA 1555

Ticor Limited ACN: 009 084 851 In the Matter of Ticor Limited ACN: 009 084 851 [2005] FCA 1555

The scheme was approved because the eligible shareholders approved it by the requisite majorities, the independent expert considered it in the best interests of non-associated shareholders and fair and reasonable, ASIC had no objection, all conditions precedent other than Court approval had been satisfied or waived, and there was no opposition to the application.

Jurisdiction
Australia
Judgment Date
01 November 2005
Procedural Posture
Corporations Scheme of Arrangement / Application for Court Approval Under S 411(6) of the Corporations Act 2001 (cth) After Approval by Meeting of Minority Shareholders
Outcome
Scheme of arrangement approved and exemption from compliance with s 411(11) granted.
Legal Topics
['scheme of Arrangement' 'acquisition of Minority Shares by Majority Shareholder' 'shareholder Approval' 'court Approval Under S 411(6)' 'exemption From S 411(11) Under S 411(12)']
['corporations Law'] ['scheme of Arrangement' 'acquisition of Minority Shares by Majority Shareholder' 'shareholder Approval' 'court Approval Under S 411(6)' 'exemption From S 411(11) Under S 411(12)']

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Procedural Posture

Corporations Scheme of Arrangement / Application for Court Approval Under S 411(6) of the Corporations Act 2001 (cth) After Approval by Meeting of Minority Shareholders

Legal Issues

  1. 1 ['Whether the Court should approve the scheme of arrangement under s 411(6) of the Corporations Act 2001 (Cth).' 'Whether the plaintiff should be exempted from compliance with s 411(11) of the Corporations Act 2001 (Cth) under s 411(12).']

Ratio Decidendi

The scheme was approved because the eligible shareholders approved it by the requisite majorities, the independent expert considered it in the best interests of non-associated shareholders and fair and reasonable, ASIC had no objection, all conditions precedent other than Court approval had been satisfied or waived, and there was no opposition to the application.

Court Disposition

Scheme of arrangement approved and exemption from compliance with s 411(11) granted.

Orders

  • ['Pursuant to s 411(6) of the Corporations Act 2001, the scheme of arrangement annexed to the affidavit of Bruce Walker Arnold, sworn 6 September 2005, is approved.' 'Pursuant to s 411(12) of the Corporations Act 2001, the plaintiff is exempted from compliance with s 411(11) of the Corporations Act 2001.']