Alliance Atlantis Communications on Thursday secured overwhelming shareholder approval for its $2.3-billion takeover by CanWest Global Communications and Goldman Sachs and Company, just as trustees in Movie Distribution Income Fund went to court to block the deal.

‘I am very, very proud of what we have built over the years and especially proud, frankly, to be able to sell it for $2.3-billion,’ AAC chairman Michael MacMillan told a special shareholders meeting in Toronto after 99.7% of voting shares and 99.99% of non-voting shares in AAC were cast in favor of the $53 cash per-share takeover deal.

But that thumbs-up came as trustees of Movie Distribution Income Fund — which has a 49% stake in Motion Picture Distribution LP, with Alliance Atlantis controlling the other 51% — sought a court injunction Thursday against the takeover deal.

Rubin Osten, chairman of a special committee of trustees for MDIF, says the income trust wants a say in which Canadian partner will control the distributor once Goldman Sachs acquires it as part of the $2.3-billion deal.

‘It is clear that it is intended that Alliance Atlantis’ interest in MPD is to be acquired by Goldman Sachs and an as yet unidentified Canadian partner, and as a consequence we believe that our consent is required,’ Osten said late Wednesday in a statement.

But David Lazzarato, executive vice-president and CFO of Alliance Atlantis, early Thursday argued the takeover deal will not require consent from the income trust trustees, and that their court intervention will be fought.

In the meantime, Lazzarato said CanWest Global, Goldman Sachs, and the management of MPD will continue ‘discussions’ with the trustees, believed to center on an eventual buyout price for their 49% stake in MPD.

Ben Mogil, an analyst with Westwind Partners, says the income trust’s legal gambit indicates the buyout talks have ‘completely failed’ and that the trustees were attempting to wrest a higher purchase price from Goldman Sachs for their minority stake in the movie distributor.

CanWest Global and Goldman Sachs must now secure CRTC approval to complete the takeover deal, which is expected to close by August 2007.