Companies Winding-Up Rules




that any profit or payment has been made contrary to the provisions of
this rule, they may disallow such payment or recover such profit, as the
case may be, on the audit of the liquidator's accounts or otherwise.

  1. In any case in which the sanction of the Court is obtained under
    the last two preceding rules, the cost of obtaining such sanction shall be
    borne by the person in whose interest such sanction is obtained, and shall
    not be payable out of the company's assets.

  2. Where the sanction of the Court to a payment to a member of a
    committee. of inspection for services rendered by him in connection with
    the administration of the company's assets is obtained, the order of the
    Court shall specify the nature of the services, and such sanction shall only
    be given where the service performed is of a special nature. Except by
    the express sanction of the Court, no remuneration shall, under any
    circumstances, be paid to a member of a committee for services rendered
    by him in the discharge of the duties attaching to his office as a member
    of such committee.

  3. (1) Where a liquidator is appointed by the Court, and has notified
    his appointment to the Registrar of Companies, and given security in
    accordance with the order of the Court (if any) in that behalf, the Official
    Assignee shall forthwith put the liquidator into possession of all property
    of the company of which the Official Assignee may have custody : Pro-
    vided that such liquidator shall have, before the assets are handed over to
    him by the Official Assignee, discharged any balance due to the Official
    Assignee on account of fees, costs, and charges properly incurred by him,
    and on account of any advances properly made by him in respect of the
    company, together with interest on such advances at the rate of 5 per
    centum per annum; and the liquidator shall pay all fees, costs, and charges
    of the Official Assignee which may not have been discharged by the
    liquidator before being put into possession of the property of the company,
    and whether incurred before or after he has been put into such possession.
    (2) The Official Assignee shall be deemed to have a lien upon the
    company's assets until such balance shall have been paid and the other
    liabilities shall have been discharged.
    (3) It shall be the duty of the Official Assignee, if so requested by the
    liquidator, to communicate to the liquidator all such information respecting
    the estate and affairs of the company as may be necessary or conducive
    to the due discharge of the duties of the liquidator.
    (4) This and the next following rule shall only apply in a winding-up
    by the Court.

  4. A liquidator who desires to resign his office shall summon separate
    meetings of the creditors and contributories of the company to decide
    whether or not the resignation shall be accepted. If the creditors and
    contributories by ordinary resolutions both agree to accept the resignation
    of the liquidator, he shall file in the registry a memorandum of his
    resignation; and shall send notice thereof to the Official Assignee, and
    the resignation shall thereupon take effect. In any other case the
    liquidator shall report to the Court the result of the meetings and shall
    send a report to the Official Assignee and thereupon the Court may, upon
    the application of the liquidator or the Official Assignee, determine whether
    or not the resignation of the liquidator shall be accepted, and may give
    such directions and make such orders as in the opinion of the Court shall
    be necessary.

  5. If a liquidator is adjudged bankrupt, he shall thereby vacate his
    office, and for the purposes of the application of the Act and rules shall be
    deemed to have been removed.

Books.

  1. In a winding-up by the Court the Official Assignee, until a
    liquidator is appointed by the Court, and thereafter the liquidator, shall
    keep a book to be called the "Record-book" in which he shall record all
    minutes, all proceedings had and resolutions passed at any meeting of
    creditors or contributories, or of the committee of inspection, and all such
    matters as may be necessary to give a correct view of his administration
    of the company's affairs, but he shall not be bound to insert in the record-
    book any document of a confidential nature. (such as the opinion of counsel
    on any matter affecting the interest of the creditors or contributories), nor
    need be exhibit such document to any person other than a member of the
    committee of inspection or the Official Assignee, or the Audit Office.


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⚖️ Companies (Winding-Up) Rules and Supreme Court (Companies) Rules (continued from previous page)

⚖️ Justice & Law Enforcement
20 November 1934
Rules, Companies, Winding-Up, Supreme Court, Order in Council, Proxies, Creditors, Contributories, Official Assignee, Liquidator