Re WebCentral Group Ltd

WebCentral Group Ltd sought an order for a meeting of its shareholders to consider a proposed scheme of arrangement. The Federal Court was required to determine whether the application was valid and, if so, to make the necessary orders for the meeting to proceed. The legal issues included the validity of the application and whether the court should impose any additional conditions on the meeting.

The Court found that the application was valid and that the applicant had provided all necessary information. The Court also found that the scheme was fair and reasonable to the shareholders and that it was in the best interests of the company and its shareholders. The Court considered the provisions of the Corporations Act and the relevant rules and regulations, and determined that no additional conditions were necessary. The Court made the necessary orders for the meeting to proceed, including the appointment of a Chairperson, the method of voting, and the publication of notices.

WebCentral was ordered to convene a meeting of its shareholders to consider the proposed scheme of arrangement. The meeting was to be held at a specified time and place, and the Chairperson was to have the power to adjourn the meeting as necessary. All voting at the meeting was to be by poll as declared by the Chairperson. The explanatory memorandum in the Scheme Booklet was to be approved for distribution to WebCentral Shareholders, and WebCentral was to publish a notice of hearing of any application to approve the Scheme no later than Tuesday 22 August 2006. Regulations 4.6.12 and 5.6.14 to 5.6.36A of the Corporations Regulations 2001 (Cth) were to not apply to the Scheme Meeting. The proceedings were to be stood over to Friday 25 August 2006 at 8.30 am before Justice Lindgren for the hearing of any application to approve the Scheme.