Scheme of Arrangement

A court-approved procedure for taking over a company under Irish or UK company law: the target’s shareholders vote, and if 75% by value of those voting (and a majority in number, where required) approve and the court sanctions it, every share transfers to the bidder, including those of shareholders who voted against. The alternative, a takeover offer, needs acceptances share by share and a 90% threshold to squeeze out the rest. Most recommended bids use a scheme because one vote settles the whole register.