In the matter of Opes Prime Stockbroking Limited (No 2)

In the Federal Court of Australia, the case of Opes Prime Stockbroking Limited (No 2) involved a number of parties including Opes Prime Stockbroking Limited, Leveraged Capital Pty Ltd, Hawkswood Investments Pty Ltd, and Opes Prime Group Limited, all of which were in liquidation. The primary dispute centred around the approval of schemes of arrangement between these entities and their respective creditors, which had been agreed upon at meetings held on 24 July 2009, pursuant to an earlier order of the Honourable Justice Finkelstein on 1 July 2009. The central issue before the court was whether the schemes of arrangement, designed to facilitate the reorganisation and settlement of the companies' debts, were fair and equitable to all creditors and met the statutory requirements under the Corporations Act 2001.

The court considered whether the schemes provided a better outcome for the creditors than if the companies were to be wound up immediately. It examined the fairness of the treatment of different classes of creditors and whether the majority in number and value of each class had approved the scheme. The court also assessed whether the schemes complied with the procedural requirements set out in the Corporations Act, including the adequacy of the information provided to the creditors. Additionally, the court had to determine whether the approval process for the schemes had been properly conducted and whether the creditors had been given a genuine opportunity to vote on the proposals.

Upon reviewing the evidence and submissions, the court found that the schemes of arrangement were fair and equitable to the creditors and met all statutory requirements. The court was satisfied that the creditors had been adequately informed and had genuinely voted in favour of the schemes. Consequently, the court approved the schemes of arrangement for each entity. Furthermore, the court made orders under section 413 of the Corporations Act to transfer the undertaking, property, and liabilities of the respective companies to Opes Prime, and to continue any pending legal proceedings by or against the companies with Opes Prime as the party.

The final orders of the court approved the schemes of arrangement for Opes Prime Stockbroking Limited, Leveraged Capital Pty Ltd, Hawkswood Investments Pty Ltd, and Opes Prime Group Limited, and mandated the transfer of their assets and liabilities to Opes Prime. These orders also provided for the continuation of any existing legal proceedings involving the companies with Opes Prime as the party.