Re Crown Resorts Limited

Crown Resorts Limited sought orders from the Federal Court for the convening and conduct of a meeting of its shareholders to consider and vote on a proposed scheme of arrangement under the Corporations Act 2001 (Cth). The primary legal issue before the court was whether to grant Crown Resorts Limited the sought orders under section 411(1) of the Act, considering the scheme's conditions, regulatory approvals, and the practical need for postponement. The court also had to determine whether the use of electronic methods for convening and conducting the scheme meeting was appropriate.

The court accepted that the scheme was subject to several conditions, including regulatory approvals, which could necessitate a postponement. Given the urgency of Crown Resorts Limited's regulatory environment, the court made the orders sought by Crown Resorts Limited. The court emphasised that if the scheme meeting were postponed for a lengthy period, it might be necessary to address whether the information provided to the shareholders remained current. This matter would be considered at the second court hearing if relevant. The court concluded that it was appropriate to make the orders sought by Crown Resorts Limited.

The court ordered the convening and holding of the scheme meeting of Crown Resorts Limited's shareholders, excluding Midnight Acacia Holdings Pty Limited and any other related body corporate of SS Silver II Pty Ltd, for the purpose of considering and voting on the proposed scheme of arrangement. The meeting was to be held on 29 April 2022 at 10:00am (AEST) and conducted electronically without the shareholders being physically present. The court also ordered that compliance with certain rules be dispensed with, and that a notice of hearing be published in The Australian newspaper before the hearing of any application to approve the scheme. The further hearing of the originating process was adjourned to a later date.