THE MEDICAL AND DENTAL DEFENCE UNION OF SCOTLAND (INCORPORATED IN SCOTLAND WITH REGISTERED NUMBER SC005093)Notice ID: GLA1597873
THE MEDICAL AND DENTAL DEFENCE UNION OF SCOTLAND (INCORPORATED IN SCOTLAND WITH REGISTERED NUMBER SC005093) NOTICE IS HEREBY GIVEN that a Petition (the Petition) was presented to the Court of Session in Edinburgh (the Court) on 14 January 2020 by The Medical and Dental Defence Union of Scotland (MDDUS), a private company limited by guarantee without share capital, incorporated in Scotland with registered number SC005093 and with its registered office at Mackintosh House, 120 Blythswood Street, Glasgow, G2 4EA, for sanction of a scheme of arrangement (the Scheme) under Part 26 of the Companies Act 2006 (the Companies Act) between MDDUS and the Scheme Members (as defined in the Scheme). At a meeting held under the authority of the Court on 11 February 2020, the In-Scope Members (as defined in the Scheme) voted to approve the Scheme. At a further meeting held under the authority of the Court on the same date, the Non-ln-Scope Members (as defined in the Scheme) also voted to approve the Scheme. The terms of the resolutions approved at the meetings are set out in the Circular which is referred to below. Following the meetings, and by an order dated 14 February 2020, the Court (i) ordered that the Petition should be advertised once in the Edinburgh Gazette, and in each of the following newspapers, namely The Herald and The Times (English and Scottish editions); and (ii) allowed all parties claiming an interest in the Petition to lodge answers to the Petition, if so advised, at the Court of Session, Parliament House, Parliament Square, Edinburgh, EH1 1RQ, within 14 days of the last of those advertisements. As the last of those advertisements is expected to be published on 18 February 2020, the deadline for lodging answers to the Petition is expected to be 3 March 2020.
The Court hearing to sanction the Scheme (the Court Hearing) is expected to be held on 5 March 2020 at the Court, the address of which is Parliament House, Parliament Square, Edinburgh EH1 1RQ. If the date of the Court Hearing changes, the new date will be advertised on MDDUS's website, details of which are set out below. A copy of the circular incorporating the Scheme (the Circular) and the explanatory statement which is required to be furnished pursuant to section 897 of the Companies Act, has been published and is available for Scheme Members to view and download on the website of MDDUS,
. A hard copy of the Circular can be obtained by Scheme Members, free of charge, by contacting Civica Election Services during business hours on (0) 20 8889 9203 or by submitting a request in writing to Civica Election Services at The Election Centre, 33 Clarendon Road, London N8 0NW. Any Scheme Member or any other person who considers that they have an interest in the Scheme (each an Interested Party) and who is concerned that the Scheme may adversely affect him or her, is entitled to lodge written answers to the Petition and to be heard by the Court, as explained below.
If an Interested Party wishes to raise concerns in relation to the Scheme with the Court, or to appear at the Court Hearing, they should seek independent legal advice and lodge written answers to the Petition with the Court at the above address within 14 days after the publication of the last of the advertisements which are referred to above and pay the required fee. Written answers are a formal Court document which must comply with the rules of the Court and are normally prepared by Scottish legal counsel. The Court is likely, in accordance with its practice, to consider other objections to the Scheme made in writing, which are not in the form of written answers, and/or allow an Interested Party who has not lodged written answers to appear in person at the Court Hearing. However, this practice is at the discretion of the Court, and the Court may instead require an Interested Party to lodge written answers in order to raise objections to the Scheme and/or appear at the Court Hearing.
Ernst & Young LLP 1 More London Place London, SE1 2AF
Solicitors for MDDUS
CMS Cameron McKenna Nabarro Olswang LLP Saltire Court, 20 Castle Terrace, Edinburgh EH1 2EN
Solicitors for MDDUS
Dated: 18 February 2020