Slaughter and May advised Ocean Wilsons Holdings Limited (“Ocean Wilsons”) in its recent successful Bermudian litigation in which the Court accepted Ocean Wilsons’ arguments and ordered the sanctioning of a disputed members’ scheme of arrangement relating to its recommended all-share combination with Hansa Investment Company Limited (the “Combination”). The firm has been advising Ocean Wilsons in relation to the Combination and worked closely with Ms. Leslie Rans CPA, Ocean Wilsons’ Chief Operating and Financial Officer.
The Combination was opposed by a minority shareholder who objected to the sanctioning of the scheme on the basis of class composition and fairness grounds (amongst others). After hearing expert evidence as well as submissions, the Court (judgment available here) dismissed these concerns in full and ordered the sanctioning of the scheme.
The scheme became effective in accordance with its terms on 9 December 2025. The Combination will create a differentiated investment company of meaningful scale, listed on the London Stock Exchange, with total net assets in excess of £900 million and a diversified, global portfolio of investment funds, direct equities and private assets.
Luke Graves / Trainee, Joel While / Trainee