Just for some clarity on the Ordinary Resolution issue. In case anyone did not read the ASX Guidance note 33 posted by Grolph earlier I attach the relevant part below.
The ASX have the power to impose certain conditions so it would appear that a TIO exclusion would be logical and they should also be able to call for a special resolution - the Ordinary Resolution is just noted as a usual condition.
Anyway, this is part, however obviously the link contains the full Guidance note (the bold and underline are mine):- https://www.asx.com.au/documents/rules/gn33_removal_of_entities.pdf
2.7.
Usual conditions where ordinary securities not readily
able to be traded on another exchange This section applies where the entity requesting removal from the official list is an ASX Listing whose ordinary securities are not, and will not be readily able to be traded on another exchange. Except in the situation mentioned in section
2.10 below, ASX will usually require the following conditions to be
satisfied before it will act on a request from the entity for removal from the official list:
the entity obtain the approval of its security holders to its removal from the official list; and
except in the case of certain illiquid trusts mentioned in section 2.9 below, the removal of the entity from the ASX official list not take place any earlier than one month after security holder approval has been obtained.
The first condition above ensures that the interests of security holders, as a group, are addressed and that all security holders have an opportunity to express a view on whether or not the entity should be removed from the
official list.
The second condition is imposed so that security holders have at least one month after security holder approval has been obtained to sell their securities on ASX, should they wish to do so. Security holder approval should take the form of an ordinary resolution at a general meeting of the holders of the entity’s ordinary securities. 27
All holders of ordinary securities , including those with large or even controlling security holdings, will generally be permitted to vote on the resolution, except in the following two cases:
where ASX is concerned that the removal may be intended , in part, to avoid the application of the Listing Rules to a particular transaction or situation that would otherwise require the approval of security holders
and that would otherwise attract a voting exclusion statement under Listing Rule 14.10
– in which case, ASX may impose an equivalent voting exclusion statement on the removal resolution;or
where the entity has been the subject of a takeover bid in the preceding 12 months and, in ASX’s opinion,the bidder and its associates have attained effective control of the entity without satisfying the conditions mentioned in section 2.10 below for ASX to agree to its removal without the approval of security holders –
in which case, ASX will require the removal to be approved by the entity’s security holders and will also impose a requirement for a voting exclusion statement in relation to any votes cast by the bidder and its associates on the resolution approving the removal
.
This latter requirement is imposed to ensure that a successful bidder
can only have the target removed from the official list without security holder approval within 12 months after the close of the takeover bid if it satisfies the safeguards mentioned in section 2.10 below. Otherwise, it must obtain the approval of the remaining security holders to the removal. This in turn helps prevent a bidder from unfairly using the threat of an imminent delisting to coerce security holders into accepting a takeover bid.
In such cases, ASX will also usually impose a condition that the entity
include with the n
