Magellan Asset Management Limited as responsible entity of Magellan Global Fund; Magellan Asset Management Limited as responsible entity of the Magellan Global Equities Fund; Magellan Asset Management Limited as responsible entity of the Magellan Global Trust [2020] NSWSC 1535

Supreme Court New South Wales

Medium Neutral Citation: Magellan Asset Management Limited as responsible entity of Magellan Global Fund; Magellan Asset Management Limited as responsible entity of the Magellan Global Equities Fund; Magellan Asset Management Limited as responsible entity of the Magellan Global Trust [2020] NSWSC 1535 Hearing dates: 15 October 2020 Date of orders: 20 October 2020 Decision date: 02 November 2020 Jurisdiction: Equity - Corporations List Before: Black J Decision: Direct that the Plaintiff is justified in convening meetings of unitholders in each of three funds to consider proposed trust schemes. Direct that the Plaintiff is justified in distributing the explanatory memoranda in respect of a proposed restructuring of three funds and trust schemes. Direct that the Plaintiff is justified in proceeding on the basis that, if approved by unitholders, consequential amendments to the constitution of each fund would be within powers conferred by each constitution and s 601GC of the Corporations Act. Catchwords: CORPORATIONS – Managed investments – Judicial advice sought under s 63 of the Trustee Act 1925 (NSW) by responsible entity – Whether to convene meetings of unitholders – Whether to approve explanatory memoranda in respect of the restructuring and schemes – Whether responsible entity would be justified in treating consequential constitution amendments as within power. Legislation Cited: - Corporations Act 2001 (Cth), ss 252Q, 253E, 601GB, 601GC, 1362A, Ch 2E, Pt 5C.7 - Corporations (Coronavirus Economic Response) Determination (No. 3) 2020 (Cth), cl 5(1) - Trustee Act 1925 (NSW), s 63 Cases Cited: - Macedonian Orthodox Community Church St Petka Inc v His Eminence Petar (2008) 237 CLR 66 - Re APN News & Media Ltd (2007) 62 ACSR 400 - Re Ardent Leisure Ltd [2018] NSWSC 1665 - Re DUET Management Company 1 Ltd [2013] NSWSC 817; (2013) 95 ACSR 34 - Re GBST Holdings Limited [2019] NSWSC 1280 Re Investa Listed Funds Management Ltd as responsible entity for Armstrong Jones Office Fund and Prime Credit Property Trust [2018] NSWSC 1766 - Re Kidman Resources Ltd [2019] FCA 1226 - Re Macquarie Capital Alliance Ltd [2008] NSWSC 745; (2008) 67 ACSR 484 - Re Macquarie Communications Infrastructure Group [2009] NSWSC 487 - Re Macquarie Goodman Funds Management Ltd (2004) 52 ACSR 194 - Re Mirvac Funds Management Ltd [2014] NSWSC 1569 - Re Mirvac Ltd [1999] NSWSC 457; (1999) 32 ACSR 107 - Re Nzuri Copper Ltd [2019] WASC 189 - Re Signature Gold Ltd [2017] FCA 766 - Re SMS Management & Technology Ltd [2017] VSC 257 - Re Sydney Airport Holdings Ltd [2013] NSWSC 1665 - Re The Trust Company Ltd [2013] NSWSC 1680 - Re Villa World Limited [2019] NSWSC 1207 Category: Principal judgment Parties: Proceedings 2020/262387 Magellan Asset Management Limited as responsible entity of Magellan Global Fund (Plaintiff) Magellan Asset Management Limited as responsible entity of Magellan Global Equities Fund (First Defendant) Magellan Asset Management Limited as responsible entity of Magellan Global Trust (Second Defendant)