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Companies Act 1993

Voluntary administration - Watershed meeting

239AW: Directors must attend watershed meeting

You could also call this:

“Directors must go to important meeting about company's future, with some exceptions”

When a company is in voluntary administration, there’s an important meeting called the watershed meeting. You need to know that the company directors must attend this meeting. This includes any times when the meeting is postponed to a later date.

Even though the directors have to be there, they don’t have to answer any questions if they don’t want to. There are a couple of reasons why a director might not have to go to the meeting. They can skip it if they have a good reason for not being there. Also, if the administrator or the creditors agree, they can excuse a director from attending.

If the creditors decide they want the directors to leave the meeting, the directors have to do so. They might have to leave for part of the meeting or for all of it.

It’s important to know that if a director doesn’t show up to the watershed meeting when they’re supposed to, they’re breaking the law. This is called an offence. If they’re found guilty, they can be punished. The punishment for this is explained in section 373(1).

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM321548.

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Part 15A Voluntary administration
Watershed meeting

239AWDirectors must attend watershed meeting

  1. The directors of the company must attend the watershed meeting, including any occasion to which the meeting is adjourned, but cannot be required to answer questions at the meeting.

  2. A director need not attend the watershed meeting if—

  3. the director has a valid reason for not attending; or
    1. the administrator or the creditors by resolution have excused the director from attending.

      1. A director attending the watershed meeting must leave for all or part of the remainder of the meeting if required by a resolution of the creditors to do so.

      2. A director who contravenes subsection (1) commits an offence, unless subsection (2) applies, and is liable on conviction to the penalty set out in section 373(1).

      Notes
      • Section 239AW: inserted, on , by section 6 of the Companies Amendment Act 2006 (2006 No 56).