Noumi Takeover Clears First Court Hurdle Ahead of Securityholder Votes

Court Clears Noumi Scheme Meetings

Noumi Limited (ASX:NOU) has cleared the first court hurdle in Arrovest’s proposed takeover, with the Supreme Court of New South Wales ordering the company to convene votes on both the share acquisition and the cancellation of Noumi options.

The orders allow Noumi to call a shareholder meeting to consider the Share Scheme, under which Arrovest would acquire the Noumi shares it does not already own. A separate meeting will give optionholders the opportunity to vote on the Option Scheme, which would cancel and extinguish all Noumi options.

Scheme Booklet Holds the Next Signal

Noumi said the scheme booklet is expected to be registered with the Australian Securities and Investments Commission later on 2 October 2026 before being released to the ASX. The document is expected to include the Independent Expert’s Report, making it the next important source of information for securityholders assessing the proposal.

The announcement does not disclose the meeting dates, the consideration offered under the scheme or the independent expert’s conclusion. Those omissions are significant: the court’s orders authorise Noumi to seek votes, but they do not approve the transaction or guarantee that either scheme will proceed.

Securityholder Approval Still Required

The process now moves from court supervision to securityholder decision-making. Shareholders and optionholders will need to consider the scheme booklet and vote on the respective resolutions, with further steps still required before the proposed arrangements can be implemented.

For Noumi, the immediate catalyst is therefore documentary rather than operational. The independent expert’s assessment, the formal meeting timetable and the voting outcomes will determine whether this procedural advance becomes a completed change of ownership.