Unpacking Concurrent Schemes of Arrangement and Takeovers in Australia

The public mergers and acquisitions (M&A) regime in Australia is established on the Eggleston Principles, which set the objectives of the public equities market and the parameters for its transactions. Traditionally, these change of control transactions have either taken the form of a takeover bid or a scheme of arrangement, however recently the market has seen the emergence of a new concurrent scheme and takeover procedure (CST). In 2022, Black J commented that CSTs may present some risks to the regime and their compliance with the regime's principles requires further consideration. This article examines the development of CSTs and their concordance with the Eggleston Principles. It argues that some aspects of CSTs have disrupted Australia's M&A market by placing pressure on the Eggleston Principles and further consideration by regulators is needed to address possible institutional gaps.