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England and Wales Case Law

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Company law

Nurtur.Group Limited, Re

The High Court sanctioned Nurtur. Group Limited’s Part 26 scheme of arrangement for a share acquisition by Bidco backed by Growth Capital Partners LLP.

  • Scheme of arrangement
  • Share acquisition
  • Class meetings
  • Fairness of scheme
  • Scheme-of-arrangement
  • Share-acquisition
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Company law

Almida Group Unlimted & Ors, Re

The scheme meets all statutory requirements under Section 900 of the Companies Act 2006, is fair, workable, and does not infringe on any legal principles or confer tax benefits. The court is satisfied to sanction the scheme.

  • Scheme of arrangement
  • Amalgamation
  • Jurisdiction
  • Fairness of scheme
  • Dissolution of companies
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Company law

IN THE MATTER OF ORTHO CLINICAL DIAGNOSTICS HOLDINGS PLC

The High Court sanctioned a scheme of arrangement for Ortho Clinical Diagnostics Holdings Plc, finding the statutory requirements, class representation and fairness tests were satisfied.

  • Scheme of arrangement
  • Class composition
  • Shareholder voting
  • Sanction of scheme
  • Fairness of scheme
  • Scheme-of-arrangement
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Company law [2020] EWHC 3534 (Ch)

TISO Blackstar Group Se Plc, Re

TISO Blackstar Group Se Plc, Re [2020] EWHC 3534 (Ch) (19 November 2020)

The High Court sanctioned Tiso Blackstar Group SE PLC’s share scheme, finding it fair and compliant, while adjourning final confirmation of the capital reduction.

  • Scheme of arrangement
  • Reduction of capital
  • Shareholder rights
  • Delisting
  • Migration of company
  • Fairness of scheme
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Company law

Equitable Life Assurance Society, Re Companies Act 2006

The High Court sanctioned Equitable Life’s scheme of arrangement and insurance business transfer to Utmost, rejecting objections and approving related German policyholder arrangements.

  • Scheme of arrangement
  • Insurance business transfer
  • Solvency requirements
  • Policyholder protection
  • Class composition
  • Fairness of scheme
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Company law

British Aviation Insurance Company Ltd, Re

The High Court refused to sanction a solvent insurer’s scheme of arrangement, holding the creditor classes were not properly constituted and the scheme was unfair to IBNR claimants.

  • Scheme of arrangement
  • Creditor classes
  • Solvent run-off
  • Ibnr claims
  • Notice requirements
  • Fairness of scheme
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Company law [2004] EWHC 1466 (Ch)

Telewest Communications Plc, Re

Telewest Communications Plc, Re [2004] EWHC 1466 (Ch) (21 June 2004)

The High Court sanctioned Telewest’s and Telewest Jersey’s schemes of arrangement, holding that use of an average exchange rate was fair despite objections from sterling bondholders.

  • Scheme of arrangement
  • Creditor rights
  • Currency conversion
  • Fairness of scheme
  • Pari passu principle
  • Scheme-of-arrangement
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England and Wales decisions are organised by court, judge, legal area and indexed issue so a practitioner can move from a proposition to a citable authority with the surrounding context intact.