[Last updated: 1 January 2025, unless otherwise noted]

7.1 Squeeze-out following a takeover bid

The Corporations Act provides a statutory call option in favor of the bidder and a put option in favor of remaining target shareholders in certain circumstances. A bidder under a takeover bid may compulsorily acquire any remaining target shares if, by the end of the offer period:

• the bidder and its associates have relevant interests in 90% by number of the shares in the bid class; and
• the bidder and its associates have acquired at least 75% by number of the shares that the bidder offered to acquire under the bid (whether the acquisitions occurred under the bid or otherwise).

In the event the thresholds are reached and the bidder does not use the compulsory acquisition mechanism, the remaining shareholders have the right to require the bidder to buy their shares. Holders of non-voting shares, renounceable options and convertible notes have similar rights to have their shares acquired by the bidder.

7.2 Squeeze-out following a scheme of arrangement

Schemes have an "all or nothing" outcome depending on whether the approval thresholds are met. Accordingly, unlike a takeover bid, the scheme process results in the bidder acquiring all the target company's shares once the scheme is implemented.