The Trust Company (RE Services) Limited

In the case of The Trust Company (RE Services) Limited, the trust company sought judicial advice regarding the amendment of the constitutions of a managed investment scheme. The trust company proposed to separate the shares and units of the scheme, and wanted to hold a single meeting of both shareholders and unitholders to consider the resolutions necessary to effect this separation. The trust company also foreshadowed an application for further judicial advice, seeking to ensure that any beneficiaries who wished to be heard would need to apply by a specific time.

The primary legal issue before the court was whether it was appropriate to hold a single meeting for both shareholders and unitholders to consider the proposed resolutions. The court also needed to determine whether the trust company's proposal to set a deadline for beneficiaries to apply for further judicial advice was permissible under the Trustee Act. The court examined the statutory framework governing managed investment schemes, as well as the principles of fairness and equality that underpin the law of trusts.

The court found that the proposal to hold a single meeting was appropriate, as both shareholders and unitholders had an interest in the proposed amendments to the scheme's constitution. The court noted that the interests of both groups were closely aligned, and that it was in the interests of efficiency and practicality to hold a single meeting. The court also found that the trust company's proposal to set a deadline for beneficiaries to apply for further judicial advice was permissible under the Trustee Act, as it was a reasonable measure to manage the trust's affairs and ensure that all interested parties had an opportunity to be heard.

In conclusion, the court provided the trust company with the judicial advice it had sought, and confirmed that it was appropriate to hold a single meeting of shareholders and unitholders to consider the proposed resolutions. The court also confirmed that the trust company's proposal to set a deadline for beneficiaries to apply for further judicial advice was permissible under the Trustee Act. These findings will provide guidance to trust companies and managed investment scheme operators in similar situations in the future.