Sunbird Business Services Ltd, Re [2020] EWHC 2860 (Ch) (28 October 2020)

Sunbird Business Services Ltd, Re [2020] EWHC 2860 (Ch) (28 October 2020)

21st Century's additional rights under the Deed of Novation do not make it impossible for it to consult with other Scheme Creditors on the commercial merits of the New Scheme; a single class meeting is appropriate. The process followed for the New Scheme has addressed previous informational deficiencies. A 21-day notice period for the meeting is appropriate.

Citation
[2020] EWHC 2860 (Ch)
Parties
Company: Sunbird Business Services Limited; Opposing Creditors: Opposing Creditors
Jurisdiction
England and Wales
Judgment Date
28 October 2020
Procedural Posture
Scheme of Arrangement Under Part 26 Companies Act 2006 / Application for Convening Order
Outcome
Application granted
Legal Topics
Schemes of Arrangement, Class Composition, Debt to Equity Conversion, Rights Issue, Creditor Rights
Insolvency Law Company Law Schemes of Arrangement Class Composition Debt to Equity Conversion Rights Issue Creditor Rights

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Parties

Sunbird Business Services Limited

Company

Opposing Creditors

Opposing Creditors

Procedural Posture

Scheme of Arrangement Under Part 26 Companies Act 2006 / Application for Convening Order

Legal Issues

  1. 1 Whether a single class of Scheme Creditors should be convened for voting on the New Scheme
  2. 2 Whether 21st Century Group Holdings Limited should be placed in a separate class due to additional rights under the Deed of Novation
  3. 3 Adequacy and accuracy of the Scheme Document and supporting analyses

Ratio Decidendi

21st Century's additional rights under the Deed of Novation do not make it impossible for it to consult with other Scheme Creditors on the commercial merits of the New Scheme; a single class meeting is appropriate. The process followed for the New Scheme has addressed previous informational deficiencies. A 21-day notice period for the meeting is appropriate.

Court Disposition

Application granted

Orders

  • A single meeting of Scheme Creditors is to be convened to consider the New Scheme.
  • At least 21 days must elapse between circulation of the Scheme Document and the court meeting.