If every one votes then 25% can scuttle deal. If only minimum 50% vote, then in theory 12.5% can stop deal. Be prepared for Board to go in full promo mode soon to convince the hapless shareholders. They will start putting down the prospects of company to justify.
https://www.minterellison.com/articles/how-a-scheme-of-arrangement-works
For the scheme to be approved, a resolution in favour must be passed at the scheme meeting by each class of target shareholders by both:
- 75% of the votes cast on the resolution; and
- more than 50% in number of the target shareholders voting on the resolution (in person or by proxy)