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Companies Act 1993

Voluntary administration - Resignation and removal of administrator

239R: Removal of administrator

You could also call this:

“How to remove an administrator and appoint a new one”

You can remove an administrator in a few ways. The court can remove them if a creditor, liquidator, the Financial Markets Authority (for financial companies), or the Registrar asks. Creditors can also remove the administrator by voting at their first meeting or at a special meeting to replace an administrator.

If creditors want to remove the administrator by voting, they need to follow some rules. They must choose a new administrator who is allowed to do the job. The new person must agree to be the administrator in writing and give a certificate. They also need to provide a statement about any interests they have that might affect their work.

If someone becomes the new administrator but doesn’t give the required statement about their interests, they’re breaking the law. They could be punished for this.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM321512.

Topics:
Business > Industry rules
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Part 15A Voluntary administration
Resignation and removal of administrator

239RRemoval of administrator

  1. The administrator may be removed—

  2. by the court, on the application of a creditor, the liquidator (if the company is in liquidation), the FMA (if the company is a financial markets participant), or the Registrar; or
    1. by a resolution of creditors passed at the first creditors' meeting; or
      1. by a resolution of creditors at a meeting convened under section 239T(1) to consider whether to remove a replacement administrator.

        1. The creditors may not remove the administrator by a resolution passed at a creditors' meeting unless—

        2. the same resolution also appoints as administrator a person who is permitted to act as an administrator of the company in accordance with section 239F(1); and
          1. the person named in the resolution as the new administrator has, before the resolution is considered, tabled at the meeting—
            1. the written consent and certificate required under section 239G; and
              1. an interests statement that complies with section 239APA.

              2. A person who, with the person’s consent, is appointed as a replacement administrator under subsection (2) but who has not tabled an interests statement that complies with section 239APA commits an offence and is liable on conviction to the penalty set out in section 373(2).

              Compare
              • Corporations Act 2001 ss 436E(4), 449B (Aust)
              Notes
              • Section 239R: inserted, on , by section 6 of the Companies Amendment Act 2006 (2006 No 56).
              • Section 239R(1)(a): amended, on , by section 82 of the Financial Markets Authority Act 2011 (2011 No 5).
              • Section 239R(2)(a): amended, on , by section 8(1) of the Insolvency Practitioners Regulation (Amendments) Act 2019 (2019 No 28).
              • Section 239R(2)(b): replaced, on , by section 8(2) of the Insolvency Practitioners Regulation (Amendments) Act 2019 (2019 No 28).
              • Section 239R(3): inserted, on , by section 8(3) of the Insolvency Practitioners Regulation (Amendments) Act 2019 (2019 No 28).