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Companies Act 1993

Liquidations - Duties, rights, and powers of liquidators

271: Pooling of assets of related companies

You could also call this:

“Combining assets and debts of connected companies during liquidation”

If a company is being liquidated, the court can make special orders about how to handle its assets and debts. This is especially true when the company is related to other companies.

If the liquidator, a creditor, or a shareholder asks, the court can order that a related company must pay some or all of the claims made in the liquidation. This means that if a company connected to the one being liquidated owes money, they might have to pay it to help cover the debts.

The court can also decide that if two or more related companies are being liquidated, their liquidations should be handled together as if they were one company. The court can set rules for how this should happen.

To make these orders work, the court can give extra instructions or make other orders as needed.

It’s important to know that these rules have some limits. They have to follow section 139J(4) of the Banking (Prudential Supervision) Act 1989, which might change how these rules apply in some situations involving banks.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM321938.

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Part 16 Liquidations
Duties, rights, and powers of liquidators

271Pooling of assets of related companies

  1. On the application of the liquidator, or a creditor or shareholder, the court, if satisfied that it is just and equitable to do so, may order that—

  2. a company that is, or has been, related to the company in liquidation must pay to the liquidator the whole or part of any or all of the claims made in the liquidation:
    1. where 2 or more related companies are in liquidation, the liquidations in respect of each company must proceed together as if they were 1 company to the extent that the court so orders and subject to such terms and conditions as the court may impose.

      1. The court may make such other order or give such directions to facilitate giving effect to an order under subsection (1) as it thinks fit.

      2. This section is subject to section 139J(4) of the Banking (Prudential Supervision) Act 1989.

      Compare
      • 1955 No 63 ss 315A, 315B
      • 1980 No 43 s 30
      Notes
      • Section 271(3): inserted, on , by section 12 of the Reserve Bank of New Zealand (Covered Bonds) Amendment Act 2013 (2013 No 103).
      • Section 271(3): amended, on , by section 300(1) of the Reserve Bank of New Zealand Act 2021 (2021 No 31).