Ann: Orocobre and Galaxy Merger - Announcement, page-324

Scheme of Arrangement (SoA) voting details:

"For the scheme to be approved, a resolution in favour must be passed at the scheme meeting by each class of target shareholders by both:

• 75% of the votes cast on the resolution;
• andmore than 50% in number of the target shareholders voting on the resolution (in person or by proxy)."

https://www.minterellison.com/articles/how-a-scheme-of-arrangement-works

I went through this with KDR (Kidman Resources) when it was bought out by Wesfarmers and the takeover was recommended by the KDR board. Note: the GXY-ORE MergeCo is a merger not a takeover, but the SoA process is the same.

Anyway, in the depths of the lithium price catastrophe a couple of years ago, almost all the retail KDR shareholders here on HC were whinging and moaning saying 'we can get a better deal', 'it's a disgrace', 'the board should be sacked', 'blah blah blah'. It freaked me out to the point where I made sure I had sold all my shares at or very close to the offer price before the vote happened, because I knew that if the vote failed the KDR share price would have crashed. I needn't have been so worried as the vote went through very smoothly, probably because it was recommended by the board, and they're insiders, so they have better intel on the true state of the company and the wider M&A and lithium markets.

So, the moral of the story is that the noise from the armchair experts here on HC can be very different to what is actually happening out there in the real world.