Legrand Australia Pty Ltd v HPM Industries Pty Ltd (No 2)

Legrand Australia Pty Ltd v HPM Industries Pty Ltd (No 2) involved a dispute concerning the approval of schemes of arrangement between Legrand and its members, as well as the subsequent transfer of assets, liabilities, and legal proceedings to HPM Industries. The matter was heard in the Federal Court of Australia. The central issue before the court was whether to approve the schemes of arrangement under the Corporations Act 2001, which would facilitate the transfer of Legrand's assets and liabilities to HPM, and subsequently deregister Legrand. The court needed to determine if the schemes met the statutory requirements for approval and whether they provided a fair and equitable outcome for the members of Legrand.

The court examined the fairness and adequacy of the schemes, taking into account the detailed analysis provided by independent experts, and the votes of the members in favour of the schemes. The court concluded that the schemes were fair and equitable to the members of Legrand, and that they met the statutory criteria for approval. The court found that the members had been adequately informed of the terms and consequences of the schemes, and that the approval of the schemes would be in the best interests of the companies and their members. The court also found that the exemption from certain compliance requirements was appropriate given the circumstances.

Accordingly, the Federal Court approved the schemes of arrangement, exempted the plaintiffs from certain compliance requirements, and ordered the transfer of assets, liabilities, and legal proceedings to HPM Industries. The court also made orders to facilitate the completion of the transfer, including the deregistration of Legrand and the transfer of information. The court reserved the right for any party to apply for further orders under the Act as necessary or desirable. These orders were to be entered forthwith.