Tiger Investment Company Limited and the Corporations Law [1999] NSWSC 1290

[1999] 158 FLR 321 Reported Decision : [1999] 33 ACSR 438 [2000] 18 ACLC 62

New South Wales Supreme Court CITATION : Tiger Investment Company Limited and the Corporations Law [1999] NSWSC 1290 CURRENT JURISDICTION : Equity FILE NUMBER(S) : 4826/99 HEARING DATE(S) : 15/12/1999 JUDGMENT DATE : 23 December 1999

PARTIES : Tiger Investment Company Limited (ACN 062 759 077) (Applicant) JUDGMENT OF : Santow J

COUNSEL : J T Gleeson (Applicant) C Gionis (Sol) (ASIC) SOLICITORS : Freehill Hollingdale & Page (Applicant) CATCHWORDS : CORPORATIONS LAW — Selective reduction of capital voted under s256C(2) of the Corporations Law to effect takeover — Who may caste vote where consideration is shares emanating from a third party — Meaning of phrases "caste vote" and "who is to receive consideration as part of the reduction" — Unanimity not required under s256C(2)(b) as procedures comply with s256C(2)(a) — Distinction between reduction and scheme with latter required together with class meetings with and without third party — Scheme required because shareholders bound to take up shares in third party issued under scheme to compensate for cancellation.; WORDS AND PHRASES — "caste vote" and "who is to receive consideration as part of the reduction" Corporations Law s137, s256B, s256C ACTS CITED : Company Law Review Bill 1997 Company Law Review Act 1998 First Corporate Law Simplification Bill 1994 Re Advance Bank (1997) 22 ACSR 513 CASES CITED : Re Etrade Australia Ltd (1999) 30 ACSR 516 Westchester Financial Services Pty Ltd v Acclaim Exploration NL (1999) 32 ACSR 499 DECISION : Meetings convened.