Simga Tau Pharmaceutical Ltd & Anor, Re [2013] EWHC 3279 (Ch) (03 October 2013)

Simga Tau Pharmaceutical Ltd & Anor, Re [2013] EWHC 3279 (Ch) (03 October 2013)

The merger meets all statutory requirements, does not materially disadvantage any stakeholder, and there is no evidence of concern; approval is granted.

Source-derived case information.

Citation
[2013] EWHC 3279 (Ch)
Parties
Applicant: Sigma-Tau Pharma Ltd; Applicant: Sigma-Tau Rare Diseases
Jurisdiction
England and Wales
Judgment Date
03 October 2013
Procedural Posture
Application for Approval of Cross Border Merger / Final Judgment
Outcome
application granted
Legal Topics
Companies (cross Border Mergers) Regulations 2007, Merger by Absorption, Employee Participation, Stakeholder Protection
Company Law Cross Border Mergers Companies (cross Border Mergers) Regulations 2007 Merger by Absorption Employee Participation Stakeholder Protection

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Parties

Sigma-Tau Pharma Ltd

Applicant

Sigma-Tau Rare Diseases

Applicant

Procedural Posture

Application for Approval of Cross Border Merger / Final Judgment

Legal Issues

  1. 1 Whether the proposed cross-border merger complies with Companies (Cross-Border Mergers) Regulations 2007
  2. 2 Whether the merger adversely affects stakeholders in any material way
  3. 3 Whether employee participation rights are properly addressed

Ratio Decidendi

The merger meets all statutory requirements, does not materially disadvantage any stakeholder, and there is no evidence of concern; approval is granted.

Court Disposition

application granted

Orders

  • Order approving the cross-border merger between Sigma-Tau Pharma Ltd and Sigma-Tau Rare Diseases
  • Effective date of merger set as 1 December 2013, not less than 21 days from the date of the order