Sinclair Knight Merz Pty Limited, in the matter of Sinclair Knight Merz Pty Limited

Sinclair Knight Merz Pty Limited (SKM) sought orders convening meetings of creditors to consider a scheme of arrangement to resolve claims by certain employees and former employees in Australia who were affected by provisions in the SKM Group Shareholding Plan. The Federal Court considered whether the scheme of arrangement was appropriate and whether it should order the convening of meetings of the relevant creditors. The Court concluded that the scheme was appropriate and granted the orders sought by SKM. The Court found that the scheme of arrangement was an appropriate compromise or arrangement between SKM and the relevant employees and former employees. The Court was satisfied that the explanatory statement provided to creditors sufficiently and adequately described the scheme of arrangement. The Court also noted that the Australian Securities and Investments Commission had not opposed the convening of the meetings and had had a reasonable opportunity to examine the terms of the proposed scheme. The Court concluded that it was appropriate to order the convening of the meetings of creditors in accordance with the draft orders submitted by SKM. The Court made orders convening meetings of the relevant creditors to consider and, if thought fit, agree to the scheme of arrangement. The Court specified the manner in which the meetings were to be held, the requirements for proxy forms, and the time by which proxy forms were to be returned. The Court also made orders relating to the publication of notice of the meetings, the confidentiality of certain documents, and the standing over of the proceeding to a later date.