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20/11/23
13:11
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Originally posted by mowitch
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3 Requisite Voting Majorities In accordance with subsection 411(4)(a)(ii) of the Corporations Act, the Scheme Resolution contained in this Notice of Scheme Meeting must be passed by the “Requisite Majorities”, being : • unless the Court orders otherwise, a majority in number (i.e. more than 50%) of Allkem Shareholders present and voting at the Scheme Meeting (either online or in person, or by proxy, attorney or corporate representative); and • at least 75% of the total number of votes cast on the Scheme Resolution by Allkem Shareholders (either online or in person, or by proxy, attorney or corporate representative). The Court has the discretion under subsection 411(4)(a) (ii)(A) of the Corporations Act to approve the Scheme if it is approved by at least 75% of the votes cast on the resolution but not by a majority in number of Allkem Shareholders present and voting at the Scheme Meeting.
What does this mean then? It clearly states in the first condition, a Majority in Numbers of "Shareholders", as opposed to a Majority of "Votes." Which is expressed in the second statement.
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This could bring the merger undone imo.
That is why others have been saying that if enough “little” shareholders are mobilised and vote against it, they could actually block the will of the much fewer big dogs that hold a majority of the shares.
I’m guessing the big dogs are a bit nervous wrt this requirement.