In the matter of Qube Holdings Limited

[2026] NSWSC 453

Supreme Court of NSW

View on CaseLaw

Built by Barristers,
For Australian Law.

See how it works

Interrogate

Catchwords

1. CORPORATIONS — arrangements and reconstructions — schemes of arrangement — application under s 411 Corporations Act 2001 (Cth) for orders convening meeting of members to consider and, if thought fit, to agree to proposed scheme of arrangement — whether requirements to order scheme meeting satisfied — orders convening scheme meeting and ancillary orders made

Quick Take

The Court ordered the convening of two separate scheme meetings for Qube Holdings shareholders to consider a $5.20 per share acquisition by a Macquarie Asset Management-led consortium, with the UniSuper Shareholder meeting separately due to receiving scrip consideration rather than cash. The Court was satisfied that all jurisdictional and procedural requirements were met, that performance risk was adequately mitigated through a deed poll and trust account mechanism conditioning share transfer on payment, and that the exclusivity arrangements, 1% reimbursement fee, deemed warranty provisions, and treatment of employee incentives were consistent with established scheme practice and did not constitute obvious flaws warranting refusal to convene.