Alstom Signalling Solutions Pty Ltd, in the matter of Alstom Signalling Solutions Pty Ltd v Alstom Transport Australia Pty Limited (No 2)

The matter before the Court was an application by Alstom Signalling Solutions Pty Ltd (the Applicant) to seek approval of a scheme of arrangement that would see the Applicant amalgamate with Alstom Transport Australia Pty Limited (the Target Company). The Applicant and the Target Company were both wholly owned subsidiaries of the French company Alstom S.A. The scheme was approved by the majority shareholders of the Target Company, but required the approval of the Court under section 411(2)(a) of the Corporations Act 2001 (Cth). The Applicant argued that the scheme was fair and reasonable to the members and creditors of the Target Company and met the requirements of the Act.

The Court considered whether the scheme met the fairness and reasonableness test under section 411(2)(a) of the Act. The Court noted that the scheme was supported by the majority of the shareholders of the Target Company and that there were no dissenting shareholders. The Court also considered the solvency of the Target Company and whether the scheme was in the best interests of the creditors. The Court held that the scheme was fair and reasonable to the members and creditors of the Target Company and met the requirements of the Act.

The Court found that the scheme was fair and reasonable to the members and creditors of the Target Company and approved the scheme. The Court noted that the scheme would provide significant benefits to the Target Company and its creditors, including the ability to pool resources and expertise, and the potential for increased efficiency and profitability. The Court also noted that the scheme was supported by the majority of the shareholders of the Target Company and that there were no dissenting shareholders. The Court held that the scheme met the requirements of the Act and was in the best interests of the Target Company and its creditors.

The Court approved the scheme of arrangement between the Applicant and the Target Company. The Court noted that the scheme would provide significant benefits to the Target Company and its creditors and was in the best interests of all parties involved. The Court also noted that the scheme was fair and reasonable to the members and creditors of the Target Company and met the requirements of the Act.