Castle Holdco 4 Ltd, Re

Castle Holdco 4 Ltd, Re

The court has jurisdiction to convene meetings for a Cayman company due to its substantial connection with England and Wales. Two meetings for Floating Rate Note holders and Senior Note holders are appropriate, as differences in note terms do not materially affect their legal rights under the Scheme. Notices and...

Source-derived case information.

Parties
Applicant: Castle Holdco 4 Limited; Subsidiary: Countrywide Plc; Subsidiary: Balanus Limited; Subsidiary: Securemove Property Services 2005 Limited; Subsidiary: Countrywide Estate Agents (Unlimited Company); Subsidiary: Countrywide Estate Agents FS Limited; Subsidiary: Countrywide Surveyors Limited; Subsidiary: Countrywide Property Lawyers Limited; Subsidiary: Slater Hogg Mortgages Limited; Subsidiary: Countrywide Franchising Limited; Subsidiary: Countrywide Estate Agents (South) Limited; Nominee: BT Globenet Nominees Limited; Common Depository: Deutschebank AG (London branch); Interested Investors' Advocate: Jones Day
Jurisdiction
England and Wales
Judgment Date
23 March 2009
Procedural Posture
Scheme of Arrangement / Application for Convening Creditors' Meetings
Outcome
Application granted
Legal Topics
Scheme of Arrangement, Creditors' Meetings, Jurisdiction Over Foreign Companies, Debt Restructuring
Company Law Insolvency Law Scheme of Arrangement Creditors' Meetings Jurisdiction Over Foreign Companies Debt Restructuring

Source-derived case record

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 3 Authorities cited 5 Party arguments 2 Amounts and remedies 5
Sign in to unlock

Parties

Castle Holdco 4 Limited

Applicant

Countrywide Plc

Subsidiary

Balanus Limited

Subsidiary

Securemove Property Services 2005 Limited

Subsidiary

Countrywide Estate Agents (Unlimited Company)

Subsidiary

Countrywide Estate Agents FS Limited

Subsidiary

Countrywide Surveyors Limited

Subsidiary

Countrywide Property Lawyers Limited

Subsidiary

Slater Hogg Mortgages Limited

Subsidiary

Countrywide Franchising Limited

Subsidiary

Countrywide Estate Agents (South) Limited

Subsidiary

BT Globenet Nominees Limited

Nominee

Deutschebank AG (London branch)

Common Depository

Jones Day

Interested Investors' Advocate

Procedural Posture

Scheme of Arrangement / Application for Convening Creditors' Meetings

Legal Issues

  1. 1 Jurisdiction to convene meetings for a Cayman company under English law
  2. 2 Appropriate constitution and composition of creditor meetings
  3. 3 Treatment of beneficial owners and contingent creditors

Ratio Decidendi

The court has jurisdiction to convene meetings for a Cayman company due to its substantial connection with England and Wales. Two meetings for Floating Rate Note holders and Senior Note holders are appropriate, as differences in note terms do not materially affect their legal rights under the Scheme. Notices and voting arrangements for ultimate beneficial owners are sufficient, and London is an appropriate venue.

Court Disposition

Application granted

Orders

  • Meetings of Floating Rate Note Scheme Creditors and Senior Note Scheme Creditors to be convened in London as per draft Order
  • Notice to be directed to ultimate beneficial owners