Mainstream Group Holdings Limited, in the matter of Mainstream Group Holdings Limited (Scheme Meeting Orders) [2021] FCA 1163

Federal Court of Australia

Mainstream Group Holdings Limited, in the matter of Mainstream Group Holdings Limited (Scheme Meeting Orders) [2021] FCA 1163 File number: NSD 271 of 2021

Judgment of: PERRAM J

Date of judgment: 24 September 2021

Catchwords: CORPORATIONS – members' scheme of arrangement – interlocutory application for orders affecting scheme meeting

Legislation: Corporations Act 2001 (Cth) ss 411, 1319

Cases cited: Mainstream Group Holdings Limited, in the matter of Mainstream Group Holdings Limited (First Scheme Hearing) [2021] FCA 948

Division: General Division

Registry: New South Wales

National Practice Area: Commercial and Corporations

Sub-area: Corporations and Corporate Insolvency

Number of paragraphs: 3

Date of hearing: 24 September 2021

Counsel for the Plaintiff: Dr R P Austin with Mr B J May

Solicitor for the Plaintiff: Maddocks Lawyers

ORDERS NSD 271 of 2021 IN THE MATTER OF MAINSTREAM GROUP HOLDINGS LIMITED MAINSTREAM GROUP HOLDINGS LIMITED Plaintiff

order made by: PERRAM J DATE OF ORDER: 24 SEPTEMBER 2021

THE COURT ORDERS THAT:

1. Pursuant to sections 411(4)(a)(ii)(A) and 1319 of the Corporations Act 2001 (Cth) (Act), Scheme Shareholders lodging direct votes prior to the Scheme Meeting scheduled to be held at 10:30 am (AEST) on 6 October 2021 pursuant to Order 1 of the orders made on 4 August 2021 (Convening Orders) are to be counted as "present" at the Scheme Meeting for the purposes of s 411(4)(a)(ii)(A) of the Act. 2. Pursuant to sections 411(1) and 1319 of the Act, the Plaintiff's compliance with Order 3(a)(ii) of the Convening Orders is sufficient notwithstanding that the proxy forms there referred to were not personalised. 3. Pursuant to sections 411(1) and 1319 of the Act, participation of the Scheme Shareholders at the Scheme Meeting is to be conducted in the manner described in the affidavit of Oliver Bampfield affirmed on 22 September 2021. 4. Order 11 of the Convening Orders is amended by substituting 8 October 2021 for 16 September 2021. 5. The Plaintiff has liberty to apply upon giving 24 hours' notice to ASIC. 6. Pursuant to rule 39.34 of the Federal Court Rules 2011 (Cth), these orders are entered forthwith. Note: Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.