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This document outlines a proposal for a Scheme of Arrangement pursuant to Section 99 of the Companies Act 1981 of Bermuda between The United Kingdom Mutual Steam Ship Assurance Association (Bermuda)
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How to fill out Proposal in Relation to a Scheme of Arrangement

01
Gather all relevant documentation, including financial statements and details of the scheme of arrangement.
02
Clearly state the purpose of the proposal and its intended outcomes.
03
Outline the reasons for the scheme of arrangement, including benefits for stakeholders.
04
Provide detailed information about the proposed arrangements, including terms and conditions.
05
Specify how creditors and stakeholders will be affected and what their options are.
06
Include a timeline for the proposal process and key milestones.
07
Ensure compliance with any applicable laws and regulations.
08
Review the proposal for clarity and completeness before submission.

Who needs Proposal in Relation to a Scheme of Arrangement?

01
Companies facing financial difficulties looking to restructure their debts.
02
Creditors who want to understand the terms of the arrangement.
03
Stakeholders interested in the future direction of the company.
04
Legal and financial advisors assisting in the restructuring process.
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The voting threshold for approval of the scheme is 75% by value and a majority in number of creditors (or members) or any class thereof voting in person or by proxy at each of the scheme meetings.
A scheme of arrangement is a formal statutory procedure under Part 26 of the Companies Act 2006 under which a company may enter into a compromise or arrangement with its members or creditors (or any class of them).
Schemes of arrangement are used to execute arbitrary changes in the structure of a business and thus are used when a reorganisation cannot be achieved by other means. They may be used for rescheduling debt, for takeovers, and for returns of capital, among other purposes.
Success under a scheme of arrangement is typically 100% ownership. A scheme is attractive to a bidder seeking 100% ownership of a target as it delivers an 'all or nothing' outcome – if the scheme is approved the bidder has certainty that it will reach 100% ownership of the target.
A scheme of arrangement is a procedure under Part 5.1 of the Corporations Act that allows a company to reconstruct its capital, assets or liabilities with the approval of its shareholders and the Court. A scheme can be used to effect a wide range of corporate restructures.
A scheme of arrangement can be used to effect a solvent reorganisation of a company or group structure, including by merger or demerger, as well as to effect insolvent restructurings such as by a debt for equity swap or by a wide variety of other debt-reduction strategies.
A key difference is the eligibility criteria for the two processes. Schemes of arrangement are available to solvent and insolvent companies. Meanwhile, restructuring plans are only available to companies facing financial difficulties or expecting to face them.
Purpose and Objectives: A Scheme is created with specific goals in mind, often to address a particular challenge or opportunity within a sector or across sectors. For example, facilitating the transition to net zero, improving water management, or enhancing financial transparency.

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A Proposal in relation to a Scheme of Arrangement is a formal plan put forward by a company or its creditors to restructure its debts, often requiring approval from stakeholders and the court.
Typically, the company itself or its appointed representatives are required to file a Proposal in relation to a Scheme of Arrangement, often initiated when the company is facing financial difficulties.
To fill out a Proposal, a company must provide detailed information regarding its financial situation, the terms of the proposed arrangement, and how it plans to pay creditors, possibly using forms provided by the legal or regulatory authority.
The purpose of the Proposal is to provide a viable plan to settle outstanding debts while allowing the company to continue its operations and avoid liquidation.
The Proposal must report details such as the company's financial status, the proposals for settlement of debts, the impact on creditors, and any necessary disclosures required by law or regulation.
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