The MAC Services Group Limited [2010] NSWSC 1474

New South Wales Supreme Court

CITATION : The MAC Services Group Limited [2010] NSWSC 1474

HEARING DATE(S) : 09/11/10, 15/11/10

JUDGMENT DATE : 16 December 2010

JURISDICTION : Equity Division Corporations List

JUDGMENT OF : Barrett J

DECISION : Order approving scheme of arrangement and related orders.

CATCHWORDS : CORPORATIONS – arrangements and reconstructions – Part 5.1 scheme of arrangement – arrangement between a company and its members – meeting convened and held in accordance with order under s 411(1) – need for resolution approving scheme to be "passed" by required majorities "at" that meeting – while meeting in progress, chairman demands poll and directs conduct of poll – voting cards completed and deposited by members and put into custody of person directed to count votes and report result to chairman – chairman then declares meeting "closed" and announces that the result of the poll will be "announced to the ASX as soon as possible following the conclusion of the meeting" – later the same day, chairman receives report on voting showing necessary majorities achieved and causes copy to be transmitted to ASX – whether resolution passed "at" the meeting

LEGISLATION CITED : Corporations Act 2001 (Cth), Padrt 2G.2, ss 250K(1), 250L(1), 250L(3), 250M, 411(1), 411(4)(a)(ii), 411(4)(4)(b) Supreme Court (Corporations) Rules 1999, rule 3.3(2)

CATEGORY : Principal judgment

Holmes v Keyes [1959] 1 Ch 199 Lynch v McGrane (1965) 7 FLR 188 R v Coaks (1854) 3 El & Bl 249; 118 ER 1133 R v The Wimbledon Local Board (1882) 8 QBD 459 CASES CITED : Re The MAC Services Group Ltd [2010] NSWSC 1316 Re NRMA Insurance Ltd [2000] NSWSC 408; (2000) 156 FLR 412 Ryan v South Sydney Junior Rugby League Club Ltd (1974) 3 ACLR 486 Shaw v Tati Concessions Ltd [1913] 1 Ch 292 Spiller v Mayo (Rhodesia) Development Co (1908) Ltd [1926] WN 78