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New Zealand law explained for everyone

Companies Act 1993

Schedule 8: Proceedings at meetings of liquidation committees

You could also call this:

“How liquidation committee meetings work and who can attend”

You are part of a liquidation committee, which is a group that meets to discuss the liquidation of a company. The committee decides when to meet, and the liquidator or any member can call a meeting when needed. For the committee to make decisions, most of its members need to be present, and most of those present need to agree.

If you want to quit the committee, you can do so by writing a note to the liquidator. You might also have to leave if you go bankrupt, make a deal with people you owe money to, or miss three meetings in a row without permission. The other members can also vote to remove you from the committee if they give five working days’ notice.

If someone leaves the committee, the remaining members can choose someone else to take their place. This could be another creditor or shareholder, or someone who can act for a company that’s a creditor or shareholder. The committee can still work as long as there are at least two members left.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM323585.

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Schedule 7: Preferential claims, or

“List of who gets paid first when a company closes down”

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Schedule 9: Liquidation of overseas companies, or

“Rules for closing down foreign companies operating in New Zealand”

8Proceedings at meetings of liquidation committees

1Frequency of meetings

  1. The committee must meet at such times as it from time to time appoints, and the liquidator or a member of the committee may also call a meeting of the committee as and when necessary.

2Majorities

  1. The committee may act by a majority of its members present at a meeting, but may not act unless a majority of the committee are present.

3Resignation

  1. A member of the committee may resign by notice in writing signed by him or her and delivered to the liquidator.

4Office becoming vacant

  1. If a member of the committee becomes bankrupt, or compounds or arranges with his or her creditors, or is absent from 3 consecutive meetings of the committee without the leave of those members who together with that member represent the creditors or shareholders, as the case may be, the office of that member becomes vacant.

5Removal of a member

  1. A member of the committee may be removed by a resolution carried at a meeting of creditors if the member represents creditors, or of shareholders if the member represents shareholders, of which 5 working days' notice has been given, stating the object of the meeting.

6Vacancy filled

  1. A vacancy in the committee may be filled by the appointment by the committee of—

  2. the same or another creditor or shareholder, as the case may be; or
    1. a person holding a general power of attorney from, or being an authorised director or representative of, a company which is a creditor or shareholder, as the case may be.

      Notes
      • Schedule 8 clause 6(b): amended, on , by section 50 of the Companies Act 1993 Amendment Act 1994 (1994 No 6).

      7Committee with vacancy may act

      1. The continuing members of the committee, if not less than 2, may act even though a vacancy exists in the committee.