Thanks for the good post COM.
I will try, (if I am allowed to), and clarify the issues and rules about a Scheme of Arrangement for the one which may still be in the dark as to how they operate. So, read below and try to understand in full what it is saying:
""Extract from a SoA.
A scheme of arrangement is a binding agreement between a company and its shareholders or creditors. Typically it has to be approved by
(a) each relevant class of shareholders or option holders by the requisite majorities; and
(b) the Supreme or Federal Court.
It involves a court-ordered meeting of each affected class of shareholders or optionholders followed by final court approval. A shareholders' scheme must be approved by:
(a) a majority in number of the shareholders in each class who vote at the relevant scheme meeting in person or by proxy; and
(b) 75% of the votes cast on the resolution at the scheme meeting.
Typical conditions include:
(a) foreign investment approval, antitrust approval and other regulatory approvals;
(b) no material adverse change in assets, liabilities, financial position, profitability or prospects of the target;
(c) market conditions;
(d) no prescribed occurrences, such as issues of shares, reconstructions, or insolvency (sometimes extended to cover material transactions, changes to the terms of employment of senior executives and other such commercial matters);
(e) no prohibitions, orders or injunctions preventing implementation of the scheme;
(f) certain representations and warranties made by the target (and, if the bidder is offering shares, the bidder) in the implementation agreement remaining true and correct."""
END OF THE EXTRACT..............
Now COM, you also wrote the following:
""(For schemes of arrangement, you will receive a scheme booklet from the company in which you own shares. Because of additional requirements involved with schemes, receiving the booklet could take a few months. It will describe the nature of the arrangement and typically include an independent expert’s report outlining whether or not the offer is fair and reasonable and in your best interests.)""
The most important issue here in what you wrote, which is 100% correct, is the fact as to who is the entity that will pay for the report to be prepared by the Independent Expert. FULL STOP....PERIOD!!
And there lies your answer....
Have you ever seen a report going against the person who has paid for it to be prepared.?? I never.
Perhaps we, as shareholders should engage someone to prepare one for ourselves and see what we will get with it. IT WON'T COST THAT MUCH if we all throw in you know.??
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