Conyers’ London and Bermuda teams advised the Randall & Quilter Group as to Bermuda law on its corporate restructuring by way of a scheme of arrangement under the UK Companies Act 2006, between Randall & Quilter Investment Holdings plc (“Old R&Q”) and its members, as sanctioned by the High Court of England and Wales (the “Scheme”).
The Randall & Quilter Group is a specialist non-life insurance investor, service provider and underwriting manager and the parent company has been listed on the AIM market of the London Stock Exchange (“AIM”) since 2007.
The Scheme resulted in the creation of a new Bermuda incorporated holding company of the Randall & Quilter Group, with the name Randall & Quilter Investment Holdings Ltd. (“New R&Q”) and the ordinary shares in New R&Q were admitted to trading on AIM on 5 July 2013. Pursuant to the Scheme, shareholders in Old R&Q exchanged their shares for ordinary shares in New R&Q with the cancellation of the Old R&Q shares from trading on AIM.
Conyers’ lawyers, Charles Collis and Veronica Strande of the London office and Michael Frith and Carol Clarke of the Bermuda office, advised on the matter. Mills & Reeve LLP advised as to English law aspects of the transaction.