Incannex Healthcare Limited, in the matter of Incannex Healthcare Limited (No 2) [2023] FCA 1450

Federal Court of Australia

Incannex Healthcare Limited, in the matter of Incannex Healthcare Limited (No 2) [2023] FCA 1450 File number: VID 767 of 2023

Judgment of: BESANKO J

Date of judgment: 16 November 2023

Date of publication of reasons: 28 November 2023

Catchwords: CORPORATIONS —– scheme of arrangement —– second court hearing —– where Court approval of schemes sought under s 411 (4)(b) of the Corporations Act 2001 (Cth) —– where resolution to agree to the share scheme and option scheme passed by shareholders and optionholders —– whether all procedural and statutory requirements in relation to the convening and conduct of the meetings have been observed —– consideration of whether the scheme is fair and reasonable so that an intelligent and honest shareholder, properly informed and acting alone, might approve it —– conditions for qualifying for the exemption from the registration requirements of the Securities Act of 1933 (US) —– orders made approving the schemes

Legislation: Corporations Act 2001 (Cth) s 411 Securities Act of 1933 (US) s 3

Cases cited: Amcor Limited, in the matter of Amcor Limited (No 2) [2019] FCA 842 Atlantic Gold NL, in the matter of Atlantic Gold NL (No 2) [2014] FCA 869 Incannex Healthcare Limited, in the matter of Incannex Healthcare Limited [2023] FCA 1441 Newcrest Mining Limited, in the matter of Newcrest Mining Limited (No 2) [2023] FCA 1251

Division: General Division

Registry: Victoria

National Practice Area: Commercial and Corporations

Sub-area: Corporations and Corporate Insolvency