Re iProperty Group Ltd

Case

[2015] FCA 1507

14 December 2015


Details
AGLC Case Decision Date
Re iProperty Group Ltd [2015] FCA 1507 [2015] FCA 1507 14 December 2015

CaseChat Overview and Summary

iProperty Group Limited, an Australian public company, sought approval from the court for a meeting of its members to consider a proposed scheme of arrangement. The scheme involves the acquisition of all the plaintiff's issued ordinary shares by a newly incorporated subsidiary of realestate.com.au, Austin Bidco Pty Limited (Bidco). The court needed to decide whether to order the convening of the meeting of members to consider and, if thought fit, agree to the scheme, as proposed.

The primary legal issue before the court was whether the plaintiff had complied with the necessary statutory requirements to convene a meeting of its members to consider the scheme of arrangement. The court had to consider whether the scheme was fair and reasonable to the members of the company and whether the necessary information had been provided to the members to enable them to make an informed decision.

The court found that the plaintiff had complied with the necessary statutory requirements and that the scheme was fair and reasonable to the members. The court also found that the necessary information had been provided to the members to enable them to make an informed decision. The court, therefore, ordered the convening of the meeting of members to consider the scheme of arrangement.

In summary, the court granted the plaintiff's application for an order convening a meeting of its members to consider the proposed scheme of arrangement. The meeting was ordered to be held on 28 January 2016, and the court provided detailed instructions for the conduct of the meeting, including the voting process, the dispatch of the scheme booklet, and the return of proxy forms. The court also noted that the approval of the scheme, if given, would qualify Austin Rollco Limited and realestate.com.au Pty Limited for exemption from the registration requirements of the Securities Act of 1993 (US).
Details

Areas of Law

  • Corporate Law & Governance

  • Civil Litigation & Procedure

Legal Concepts

  • Scheme of Arrangement

  • Meeting of Members

  • Jurisdiction

  • Corporate Governance

  • Shareholder Rights

Actions
Download as PDF Download as Word Document


Cases Citing This Decision

10

Re BIS Finance Pty Ltd [2017] NSWSC 1713
Cases Cited

8

Statutory Material Cited

4

Re Westfield Holdings Ltd [2004] NSWSC 602