Simga Tau Pharmaceutical Ltd & Anor, Re

The merger meets all statutory requirements, does not materially disadvantage any stakeholder, and there is no reason to refuse approval; therefore, the order approving the merger is granted.

Parties: Applicant: Sigma-Tau Pharma Ltd; Applicant: Sigma-Tau Rare Diseases
Jurisdiction: England and Wales
Judgment Date: 03 October 2013
Procedural Posture: Application / Judgment
Outcome: application granted
Legal Topics: Merger Approval, Employee Participation, Creditor Protection

Company Law Cross Border Mergers Merger Approval Employee Participation Creditor Protection

Case Brief

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Parties

Sigma-Tau Pharma Ltd

Applicant

Sigma-Tau Rare Diseases

Applicant

Procedural Posture

Application / Judgment

Legal Issues

1 Whether the proposed cross-border merger complies with the Companies (Cross-Border Mergers) Regulations 2007
2 Whether the merger adversely affects stakeholders in any material way
3 Whether there is any reason to refuse approval of the merger

Ratio Decidendi

The merger meets all statutory requirements, does not materially disadvantage any stakeholder, and there is no reason to refuse approval; therefore, the order approving the merger 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