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    <description>A scheme of amalgamation is tested under the Company Court&#039;s limited supervisory jurisdiction, not as an appellate review of commercial wisdom. The court will sanction the scheme if statutory compliance, informed shareholder approval, bona fides, and consistency with public interest are shown, and if no illegality, bad faith, fraud, market abuse, or public policy violation is established. On the securities law objections, the scheme was held not to be a device to bypass preferential issue or public issue requirements because the approval process reflected the relevant regulatory safeguards. The valuation and swap ratio were also treated as a matter of commercial judgment, with no perversity or manipulation found, and the scheme was approved.</description>
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