Clough Limited, in the matter of Clough Limited

Clough Limited applied to the Federal Court for the convening of a meeting of its members to consider and approve a scheme of arrangement. The application was made under the Corporations Act 2001 (Cth) which governs corporate structures and processes in Australia. The key legal issue was whether the Court should approve the convening of a meeting of Clough Limited's shareholders for the purpose of considering and approving a scheme of arrangement. The scheme aimed to restructure the company's liabilities and shareholder interests. The Court had to determine if the application complied with the statutory requirements, including whether the explanatory statement and notice of meeting were adequate and if the meeting could be properly convened and conducted.

The Court examined the scheme of arrangement, the explanatory statement, and the notice of meeting provided by Clough Limited. The explanatory statement was found to be clear and comprehensive, providing shareholders with sufficient information to make an informed decision. The notice of meeting was also deemed to be in accordance with the requirements of the Corporations Act. The Court concluded that the meeting could be convened and conducted in a manner that complied with the statutory provisions and the company's constitution. The Court was satisfied that the application met the necessary legal standards and approved the convening of the meeting.

Accordingly, the Court made orders convening the meeting of Clough Limited's shareholders to approve the scheme of arrangement. The meeting was to be held in Perth, Western Australia, on or about 15 November 2013. Keith Spence or David Crawford was appointed as the chairperson of the meeting, responsible for reporting the outcome to the Court. The meeting was to be conducted in accordance with the relevant provisions of the Corporations Act and the company's constitution. Clough Limited was also required to dispatch the scheme booklet to shareholders and to publish an advertisement in specified newspapers if the matter was relisted for hearing.