C1C3 PART VWINDING UP OF COMPANIES REGISTERED UNDER F2the Companies Act 2006
Pt. V modified (26.6.2020) by Corporate Insolvency and Governance Act 2020 (c. 12), ss. 13, 49(1) (with ss. 2(2), 5(2))
Pts. 1-5 modified by S.R. 2004/307 (as amended (1.10.2006) by Limited Liability Partnerships (Amendment) Regulations (Northern Ireland) 2006 (S.R. 2006/377), reg. 3, Sch. 2; (temp.) (27.4.2020 retrospective) by virtue of Corporate Insolvency and Governance Act 2020 (c. 12), Sch. 11 para. 8(1)(2), 14 (with ss. 2(2), 5(2)); (26.6.2020) by The Limited Liability Partnerships (Amendment etc.) Regulations 2020 (S.I. 2020/643), reg. 1(1), Sch. 2 (with reg. 3))
C2CHAPTER IIIMEMBERS' VOLUNTARY WINDING UP
Pt. V Ch. III applied (8.12.2017) by The Risk Transformation Regulations 2017 (S.I. 2017/1212), regs. 1(2), 169(2) (with reg. 189)
Effect of company's insolvency81
1 F1
This Article applies where the liquidator is of the opinion that the company will be unable to pay its debts in full (together with interest at the official rate) within the period stated in the directors' declaration under Article 75.
2
The liquidator shall—
a
summon a meeting of creditors not later than 28 days from the day on which he formed that opinion;
b
not less than 7 days before the day on which the creditors' meeting is to be held—
i
send notices of that meeting to the creditors by post; and
ii
cause notice of that meeting to be advertised once in the Belfast Gazette and once at least in 2 newspapers circulating in each district in which the company's principal place of business in the United Kingdom was situated during the relevant period; and
c
during the period before the day on which the creditors' meeting is to be held, furnish creditors free of charge with such information concerning the affairs of the company as they may reasonably require;
and the notice of the creditors' meeting shall state the duty imposed by sub‐paragraph (c).
3
The liquidator shall also—
a
make out a statement in the prescribed form as to the affairs of the company;
b
lay that statement before the creditors' meeting; and
c
attend and preside at that meeting.
4
The statement as to the affairs of the company shall be verified by affidavit by the liquidator and shall show—
a
particulars of the company's assets, debts and liabilities;
b
the names and addresses of the company's creditors;
c
the securities held by them respectively;
d
the dates when the securities were respectively given; and
e
such further or other information as may be prescribed.
5
Where the company had no place of business in the United Kingdom during the relevant period, the reference in paragraph (2)(b)(ii) to the company's principal place of business in the United Kingdom is replaced by a reference to its registered office.
6 F1
In this Article “the relevant period” means the period of 6 months immediately preceding the day on which were sent the notices summoning the company meeting at which it was resolved that the company be wound up voluntarily.
7
If the liquidator without reasonable excuse contravenes this Article, he shall be guilty of an offence.
Words in Pt. V heading substituted (1.10.2009) by Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), arts. 2(1), 8, Sch. 1 para. 111(2) (with art. 10)