Part 27Mergers and divisions of public companies
Chapter 4Supplementary provisions
Powers of the court
938Power of court to summon meeting of members or creditors of existing transferee company
(1)
The court may order a meeting of—
(a)
the members of an existing transferee company, or any class of them, or
(b)
the creditors of an existing transferee company, or any class of them,
to be summoned in such manner as the court directs.
(2)
An application for such an order may be made by—
(a)
the company concerned,
(b)
a member or creditor of the company, or
F1(c)
if the company is being wound up, the liquidator, or
(d)
if the company is in administration, the administrator.
F2(3)
Section 323 (representation of corporations at meetings) applies to a meeting of creditors under this section as to a meeting of the company (references to a member being read as references to a creditor).
939Court to fix date for transfer of undertaking etc of transferor company
(1)
Where the court sanctions the compromise or arrangement, it must—
(a)
in the order sanctioning the compromise or arrangement, or
(b)
in a subsequent order under section 900 F3or, as the case may be, section 901J (powers of court to facilitate reconstruction or amalgamation),
fix a date on which the transfer (or transfers) to the transferee company (or transferee companies) of the undertaking, property and liabilities of the transferor company is (or are) to take place.
(2)
Any such order that provides for the dissolution of the transferor company must fix the same date for the dissolution.
(3)
If it is necessary for the transferor company to take steps to ensure that the undertaking, property and liabilities are fully transferred, the court must fix a date, not later than six months after the date fixed under subsection (1), by which such steps must be taken.
(4)
In that case, the court may postpone the dissolution of the transferor company until that date.
(5)
The court may postpone or further postpone the date fixed under subsection (3) if it is satisfied that the steps mentioned cannot be completed by the date (or latest date) fixed under that subsection.