Plain language law

New Zealand law explained for everyone

Companies Act 1993

Liquidations - The process of liquidation

243: Liquidator to summon meeting of creditors

You could also call this:

“Liquidator must arrange a creditors' meeting to discuss the liquidation process”

When a company is being liquidated, the liquidator must call a meeting of the creditors. This meeting is for different purposes depending on how the liquidator was appointed.

If the liquidator was appointed by the company or its board, the meeting is to decide whether to keep that liquidator or choose a new one. If the liquidator was appointed by the court, the meeting is to decide whether to keep that liquidator or ask the court to appoint a new one. In both cases, the meeting is also to decide if they want to pass a special resolution about the liquidation.

The liquidator must tell all known creditors about the meeting in writing. They must also put a public notice about the meeting at least 5 working days before it happens.

The meeting must happen within certain time limits, usually within 10 or 30 working days after the liquidator is appointed, depending on how they were appointed. But the court can allow more time if needed.

If the creditors decide to appoint a new liquidator, that person becomes the liquidator of the company. If they decide to ask the court for a new liquidator, the current liquidator must ask the court to appoint that person right away.

These rules don’t apply in some special cases, like when the company is a licensed insurer or when the liquidator was appointed in certain other ways.

This text is automatically generated. It might be out of date or be missing some parts. Find out more about how we do this.

View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM321684.

Topics:
Business > Industry rules
Business > Fair trading
Previous

242: Liquidators to act jointly unless otherwise stated, or

“Liquidators must work together unless given permission to act independently”

Next

243A: Directors’ declaration that debts will be paid within 12 months, or

“Directors declare company can pay debts within 12 months during liquidation”

Part 16 Liquidations
The process of liquidation

243Liquidator to summon meeting of creditors

  1. Subject to section 245 and to subsection (8), the liquidator of a company must call a meeting of the creditors of the company for the purpose,—

  2. in the case of a liquidator appointed pursuant to paragraph (a) or paragraph (b) of subsection (2) of section 241, of resolving whether to confirm the appointment of that liquidator or to appoint another liquidator in place of the liquidator so appointed:
    1. in the case of a liquidator appointed pursuant to paragraph (c) of subsection (2) of section 241, of resolving whether to confirm the appointment of that liquidator or to make an application to the court for the appointment of a liquidator in place of the liquidator so appointed:
      1. in either case, of determining whether to pass a resolution for the purposes of section 258(1)(b).

        1. If the appointment of a liquidator under paragraph (a) or paragraph (b) of section 241(2) is not confirmed at a meeting of creditors and another liquidator is not appointed in place of that liquidator, the appointment of the liquidator under paragraph (a) or paragraph (b) of section 241(2) continues until another liquidator is appointed.

        2. Notice in writing of a meeting of creditors—

        3. must be given to every known creditor together with the report, interests statement, and notices referred to in section 255(2)(c); and
          1. if the liquidator receives a notice under section 245(1)(b)(iii), must be given within 10 working days after receiving the notice.

            1. Public notice of the meeting of creditors must also be given by the liquidator not less than 5 working days before the date of the meeting.

            2. Except if subsection (2)(b) applies, a meeting of creditors must be held,—

            3. in the case of a liquidator appointed under paragraph (a) or paragraph (b) of subsection (2) of section 241, within 10 working days of the liquidator's appointment; or
              1. in the case of a liquidator appointed under paragraph (c) of subsection (2) of section 241, within 30 working days of the liquidator's appointment; or
                1. in either case, within such longer period as the court may allow.

                  1. If subsection (2)(b) applies, a meeting of creditors must be held within 15 working days after the liquidator receives a notice under section 245(1)(b)(iii) requiring a meeting of creditors to be called.

                  2. Every meeting of creditors must be held in accordance with Schedule 5.

                  3. If at a meeting of creditors it is resolved to appoint a person as liquidator of the company in place of the liquidator appointed pursuant to paragraph (a) or paragraph (b) of subsection (2) of section 241, the person who it is resolved to appoint as liquidator shall, subject to section 282, be the liquidator of the company.

                  4. If at a meeting of creditors it is resolved to apply to the court for the appointment of a person as liquidator in place of the liquidator appointed pursuant to paragraph (c) of subsection (2) of section 241, the liquidator of the company must forthwith apply to the court for the appointment of that person as liquidator and the court may, if it thinks fit, appoint that person as the liquidator of the company.

                  5. Nothing in this section applies if section 243A applies to the company.

                  6. Repealed

                  7. Repealed

                  8. Except for subsection (5), this section does not apply if the liquidator is appointed under section 241(2)(d).

                  Notes
                  • Section 243(1)(a): amended, on , by section 9(1)(a) of the Companies Amendment Act 1998 (1998 No 31).
                  • Section 243(1)(b): amended, on , by section 9(1)(b) of the Companies Amendment Act 1998 (1998 No 31).
                  • Section 243(1A): inserted, on , by section 9(2) of the Companies Amendment Act 1998 (1998 No 31).
                  • Section 243(2): replaced, on , by section 16 of the Companies Amendment Act 2006 (2006 No 56).
                  • Section 243(2)(a): amended, on , by section 32(1) of the Insolvency Practitioners Regulation (Amendments) Act 2019 (2019 No 28).
                  • Section 243(4): amended, on , by section 9(4) of the Companies Amendment Act 1998 (1998 No 31).
                  • Section 243(4A): inserted, on , by section 9(5) of the Companies Amendment Act 1998 (1998 No 31).
                  • Section 243(8): replaced, on , by section 32(2) of the Insolvency Practitioners Regulation (Amendments) Act 2019 (2019 No 28).
                  • Section 243(9): repealed, on , by section 32(2) of the Insolvency Practitioners Regulation (Amendments) Act 2019 (2019 No 28).
                  • Section 243(10): repealed, on , by section 32(2) of the Insolvency Practitioners Regulation (Amendments) Act 2019 (2019 No 28).
                  • Section 243(11): inserted, on , by section 9 of the Companies Amendment Act 2006 (2006 No 56).