Matrix Composites & Engineering Ltd, in the matter of Matrix Composites & Engineering Ltd (No 2) [2026] FCA 915 — Schemes Of Arrangement — Barrister AI
Matrix Composites & Engineering Ltd, in the matter of Matrix Composites & Engineering Ltd (No 2)
› Procedural irregularities in dispatch of scheme materials
Corporations
› Schemes of arrangement
› Low voter turnout by headcount
Corporations
› Schemes of arrangement
› Direct shareholder communications
Quick Take
1Minor procedural irregularities in the dispatch of scheme materials (delayed postal dispatch to bounce-back and drop-off shareholders) did not cause substantial injustice and were cured by s 1322 of the Corporations Act, particularly where the scheme was approved overwhelmingly and materials were available online.
2A voter turnout of less than 10% by headcount, while fairly low, is not in itself a reason to refuse to approve a scheme where the low turnout was not caused by any deficiency in notice or other matter that could have deterred voters.
3Direct communications by company officers to shareholders encouraging them to vote on a scheme do not undermine the integrity of the voting process where the information provided is consistent with the disclosure in the scheme booklet.
