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Offshore Cases

MFP-2000, LP -v- (1) Viking Capital Limited (2) Misa Investments Limited [2014] SC (Bda) 6 Com (7 February 2014)

February 2014 Companies

BERMUDA

SUPREME COURT

SECTION 103 OF THE COMPANIES ACT, 1981 - SHARES - COMPULSORY PURCHASE - MINORITY SHAREHOLDER - STATUTORY INTERPRETATION

Under section 103 of the Companies Act, 1981 (the “1981 Act”), the holders of not less than 95% of the shares in a company can issue a notice (“a Section 103 notice”) to acquire the shares of the remaining shareholders on the terms set out in the notice, or, if any of the remaining shareholders applies to the Court, at a price to be set by the Court.

In this matter, the Respondents gave notice to the Applicant under Section 103(1) of their intention to acquire the Applicant’s ordinary shares in Viking River Cruises Limited (the “Company”) at a price specified in the notice. The notice was dated 29 September 2011 and the Respondents received it on 4 October 2011. The Respondents had the right to issue the notice because they held more than 95% of the ordinary shares in the Company. On 24 September 2012, the Respondents transferred all of their shares in the Company to a company called Viking Cruises Ltd (“VCL”). By an originating summons dated 28 October 2011, which was issued pursuant to Section 103(2), the Applicant applied to the Court to appraise the value of its shares.

 

To continue reading full articles in PDF format:
MFP-2000, LP -v- (1) Viking Capital Limited (2) Misa Investments Limited [2014] SC (Bda) 6 Com (7 February 2014)

 

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EDITOR & HEAD OF LITIGATION BERMUDA

Christian R. Luthi
Tel: +1 441 298 7814
Email: christian.luthi@conyersdill.com


Head of Litigation British virgin islands

Mark J. Forte
Tel: +1 284 852 1113
Email: mark.forte@conyersdill.com


Head of Litigation Cayman Islands

Paul Smith
Tel: +1 345 814 7777
Email: paul.smith@conyersdill.com


HEAD OF THE ASIA DISPUTES & RESTRUCTURING GROUP

Nigel K. Meeson, QC
Tel: +852 2842 9553
Email: nigel.meeson@conyersdill.com

Offshore Cases

MFP-2000, LP -v- (1) Viking Capital Limited (2) Misa Investments Limited [2014] SC (Bda) 6 Com (7 February 2014)

18 February 2014

BERMUDA

SUPREME COURT

SECTION 103 OF THE COMPANIES ACT, 1981 - SHARES - COMPULSORY PURCHASE - MINORITY SHAREHOLDER - STATUTORY INTERPRETATION

Under section 103 of the Companies Act, 1981 (the “1981 Act”), the holders of not less than 95% of the shares in a company can issue a notice (“a Section 103 notice”) to acquire the shares of the remaining shareholders on the terms set out in the notice, or, if any of the remaining shareholders applies to the Court, at a price to be set by the Court.

In this matter, the Respondents gave notice to the Applicant under Section 103(1) of their intention to acquire the Applicant’s ordinary shares in Viking River Cruises Limited (the “Company”) at a price specified in the notice. The notice was dated 29 September 2011 and the Respondents received it on 4 October 2011. The Respondents had the right to issue the notice because they held more than 95% of the ordinary shares in the Company. On 24 September 2012, the Respondents transferred all of their shares in the Company to a company called Viking Cruises Ltd (“VCL”). By an originating summons dated 28 October 2011, which was issued pursuant to Section 103(2), the Applicant applied to the Court to appraise the value of its shares.

 

To continue reading full articles in PDF format:
MFP-2000, LP -v- (1) Viking Capital Limited (2) Misa Investments Limited [2014] SC (Bda) 6 Com (7 February 2014)

 

 

EDITOR & HEAD OF LITIGATION BERMUDA

Christian R. Luthi
Tel.: +1 441 298 7814
Email.: christian.luthi@conyersdill.com


Head of Litigation British virgin islands

Mark J. Forte
Tel.: +1 284 852 1113
Email.: mark.forte@conyersdill.com


Head of Litigation Cayman Islands

Paul Smith
Tel.: +1 345 814 7777
Email.: paul.smith@conyersdill.com


HEAD OF THE ASIA DISPUTES & RESTRUCTURING GROUP

Nigel K. Meeson, Q.C.
Tel.: +852 2842 9553
Email.: nigel.meeson@conyersdill.com