JEFL Group Plc, Re [2015] EWHC 3857 (Ch) (25 November 2015)

JEFL Group Plc, Re [2015] EWHC 3857 (Ch) (25 November 2015)

The scheme constitutes an arrangement between the company and its members within the meaning of s.895 Companies Act 2006 due to established authority and the company's administrative participation, and all statutory requirements for sanctioning the scheme have been fulfilled.

Citation
[2015] EWHC 3857 (Ch)
Parties
Company: Jelf Group Plc; Purchaser: Marsh and McLennon Acquisition Limited
Jurisdiction
England and Wales
Judgment Date
25 November 2015
Procedural Posture
Scheme of Arrangement Application / Final Sanction Hearing
Outcome
scheme sanctioned
Legal Topics
Schemes of Arrangement, Takeover, Share Transfer
Company Law Schemes of Arrangement Takeover Share Transfer

Case Brief

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Parties

Jelf Group Plc

Company

Marsh and McLennon Acquisition Limited

Purchaser

Procedural Posture

Scheme of Arrangement Application / Final Sanction Hearing

Legal Issues

  1. 1 Whether the proposed scheme constitutes an 'arrangement' between the company and its members under s.895 Companies Act 2006
  2. 2 Whether the court should sanction the scheme of arrangement

Ratio Decidendi

The scheme constitutes an arrangement between the company and its members within the meaning of s.895 Companies Act 2006 due to established authority and the company's administrative participation, and all statutory requirements for sanctioning the scheme have been fulfilled.

Court Disposition

scheme sanctioned

Orders

  • The scheme of arrangement is sanctioned.