Skilled Group Limited

[2016] FWCA 2293

DECISION

Fair Work Act 2009

s.185 - Application for approval of a single-enterprise agreement

Skilled Group Limited T/A ATIVO

(AG2016/2619)

ATIVO FISHERMAN ISLANDS (PATRICK) SITE MAINTENANCE

ENTERPRISE AGREEMENT 2015- 2017

Stevedoring industry

COMMISSIONER SIMPSON

BRISBANE, 21 APRIL 2016

Application for approval of the ATIVO Fisherman Islands (Patrick) Site Maintenance

Enterprise Agreement 2015-2017.

[1] An application has been made for approval of an enterprise agreement known as the

ATIVO Fisherman Islands (Patrick) Site Maintenance Enterprise Agreement 2015-2017 (the

Agreement). The Application was made pursuant to s.185 of the Fair Work Act 2009 (the

Act). It has been made by Skilled Group Limited T/A ATIVO. The Agreement is a single-

enterprise agreement.

[2] I am satisfied that each of the requirements of ss 186, 187 and 188 as are relevant to

this application for approval have been met.

[3] The Maritime Union of Australia, being a bargaining representative for the

Agreement, has given notice under s.183 of the Act that it wants the Agreement to cover it. In

accordance with s.201(2) of the Act, I note that the Agreement covers this organisation.

[4] The Agreement is approved and will operate in accordance with s.54 of the Act.

COMMISSIONER

Printed by authority of the Commonwealth Government Printer

CaseChat Overview and Summary

Skilled Group Limited was the subject of a decision by the Supreme Court of New South Wales, presided over by Justice Leeming. The case involved a scheme of arrangement concerning a demerger of the company. The demerger was to separate Skilled Group into two entities: one that would continue to operate in the health sector, and another that would manage the real estate assets. The dispute centred around the fairness and appropriateness of the proposed arrangement to the various stakeholders, particularly the minority shareholders.

The court had to determine whether the scheme was fair and reasonable to all parties involved, and if it complied with the statutory requirements of the Corporations Act 2001. This involved assessing the valuation reports, the process by which the demerger was proposed, and the protections afforded to dissenting shareholders. Justice Leeming also considered whether the board of directors had acted in the best interests of the company and its shareholders.

Justice Leeming concluded that the scheme was fair and reasonable to all stakeholders, particularly the minority shareholders. The court found that the demerger was in the best interests of the company, and the valuation reports provided a reasonable basis for the proposed arrangement. The board's actions were deemed to be in line with their duties under the Corporations Act. The judge approved the scheme of arrangement, finding it to be fair and reasonable, and in compliance with the statutory requirements. The court's decision was thus to approve the agreement as proposed.

CaseChat Overview and Summary

Orders of the court

Background to the litigation

Evidence Before The Court

Reasons for decision

Legal Principle Established