Federal Court of Australia
Federal Court of Australia
1300 Smiles Limited, in the matter of 1300 Smiles Limited [2021] FCA 1287 File number(s): NSD 973 of 2021
Judgment of: FARRELL J
Date of judgment: 12 October 2021
Date of publication of reasons: 22 October 2021
Catchwords: CORPORATIONS – members' scheme of arrangement – application under ss 411 and 1319 of the Corporations Act 2001 (Cth) for orders convening a meeting of members to consider approving the scheme – where directors of target company may declare and pay a special dividend before the scheme implementation date – where separate scheme meetings for two shareholder classes – where scheme is conditional on founder shareholders making election to retain a portion of shares in target company – where holding company of bidder may acquire the retained portion of target shares within a specified time period in consideration for shares in holding company – where break fee slightly greater than 1% guidance – application granted
Legislation: Corporations Act 2001 (Cth) ss 254T, 260A, 411, 1319
Cases cited: Capilano Honey Limited, in the matter of Capilano Honey Limited [2018] FCA 1568; (2018) 131 ACSR 9
Division: General Division
Registry: New South Wales
National Practice Area: Commercial and Corporations
Sub-area: Corporations and Corporate Insolvency
Number of paragraphs: 52
Date of hearing: 12 October 2021
Counsel for the Plaintiff: Mr M Oakes SC
Solicitor for the Plaintiff: Thomson Geer
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