In the matter of DUET Management Company 1 Limited; DUET Management Company 1 Limited as responsible entity of Diversified Utility and Energy Trust No. 1; DUET Management Company 2 Limited as responsible entity of Diversified Utility and Energy Trust No. 3 (No 2) [2013] NSWSC 1060

Supreme Court New South Wales

Medium Neutral Citation: In the matter of DUET Management Company 1 Limited; DUET Management Company 1 Limited as responsible entity of Diversified Utility and Energy Trust No. 1; DUET Management Company 2 Limited as responsible entity of Diversified Utility and Energy Trust No. 3 (No 2) [2013] NSWSC 1060 Hearing dates: 24 July 2013 Decision date: 08 August 2013 Jurisdiction: Equity Division - Corporations List Before: Black J Decision: Orders made approving a company scheme of arrangement and judicial advice provided in respect of two trust schemes. Catchwords: CORPORATIONS - arrangements and reconstructions - schemes of arrangement or compromise - orders sought approving entry into company scheme and advising in respect of entry into trust schemes - orders sought under s 1322(4) of the Corporations Act 2001 (Cth) validating conduct in respect of communications with securityholders in Malaysia and Thailand - where majority of members and unitholders voted in favour of the company scheme and trust schemes, and no party appeared to oppose the scheme or the trust schemes - whether relevant procedural requirements for convening a second meeting in respect of the scheme of arrangement were satisfied. Cases Cited: - Fowler v Lindholm [2009] FCAFC 125; (2009) 74 ACSR 124 - Nenna v Australian Securities and Investments Commission [2011] FCA 1193; (2011) 198 FCR 32; (2011) 86 ACSR 204 - Re Central Pacific Minerals NL [2002] FCA 239 - Re Coventry Resources Ltd (No 2) [2012] FCA 1473 - Re DUET Management Co 1 Ltd [2013] NSWSC 817 - Re Foundation Healthcare Ltd (No 2) [2002] FCA 973; (2002) 43 ACSR 680 - Re H&P Newcastle Pty Ltd (in liq) [2013] NSWSC 778 - Re Integra Mining Ltd (No 2) [2013] FCA 220 - Re Macquarie Private Capital A Ltd [2008] NSWSC 323 - Re NRMA Ltd (No 2) [2000] NSWSC 408; (2000) 34 ACSR 261 - Re Seven Network Ltd (ACN 052 816 789) (No 3) [2010] FCA 400; (2010) 77 ACSR 701 - Re United Minerals Corporation NL (No 2) [2010] FCA 47 Category: Interlocutory applications Parties: Duet Management Company 1 Limited (Plaintiff) DUET Management Company 1 Limited as responsible entity of Diversified Utility and Energy Trust No. 1 (Plaintiff) DUET Management Company 2 Limited as responsible entity of Diversified Utility and Energy Trust No. 3 (Plaintiff) Representation: Counsel: I. Jackman SC (Plaintiffs) Solicitors: Allens (Plaintiffs) File Number(s): 2013/107460 2013/107424 2013/107439