CORPORATIONS – application for compulsory acquisition of residual ordinary shares of Carawine Resources Limited – where the applicant is the “90% holder” of the relevant class of securities – where the applicant’s compliance with Division 1 of Part 6A.2 of the Corporations Act 2001 (Cth) (the Act) is irregular in part – whether appropriate to remediate such irregularities pursuant to s 1322 of the Act – where the applicant lodged a compulsory acquisition notice with the Australian Securities & Investments Commission on 21 March 2024 – where the notice relies upon the opinion expressed in an expert’s report dated 26 February 2024 – whether expert’s report inconsistent with the Act or otherwise deficient – whether applicant has established that the terms set out in the compulsory acquisition notice give a “fair value” for the relevant securities – application granted – costs reserved
Recent cases about acquisitions
-
Australian Securities and Investments Commission v Wilson (No 3) [2023] FCA 1009
CORPORATIONS – directors’ duties – duty of care and diligence – s 180(1) of the Corporations Act 2001 (Cth) – alleged failure by managing director to tell board of termination of material agreements – consideration of hypothetical reasonable director – finding that managing director knew of possibility of termination – finding that hypothetical reasonable director…
-
Australian Securities and Investments Commission v Commonwealth Bank of Australia [2023] FCAFC 135
CORPORATIONS – conflicted remuneration – Div 4 of Pt 7.7A of the Corporations Act 2001 (Cth) (Act) – where the first respondent (CBA) and the second respondent (CFSIL) entered into arrangements whereby CFSIL would develop and manage, and CBA would distribute, a superannuation product – where CFSIL agreed to pay a proportion of net annual…
-
Holland v BT Securities Limited (No 2) [2023] FCA 822
CORPORATIONS LAW – margin lending facility opened in 1997 – application for damages – eight causes of action spanning 25 years – claim alleging a failure to provide a product disclosure statement contrary to the Corporations Act 2001 (Cth) – whether the Corporations Act required the defendant to provide a product disclosure statement and supplementary…
