122. Moving to creditors' voluntary liquidation
Past version: effective from 14/06/2015 - 13/06/2015
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(1) This Section applies where —
(a) the administrator of a Company thinks —
(i) that the total amount which each secured creditor of the Company is likely to receive has been paid to him or set aside for him; and
(ii) that a distribution will be made to unsecured creditors of the Company (if there are any); or
(b) at a meeting of creditors convened pursuant to Section 90 (Meeting of creditors to consider variation or termination), a Company's creditors —
(i) pass a resolution terminating a Deed of Company Arrangement executed by the Company; and
(ii) also resolve at a particular time under Section 89 (Creditors may terminate Deed of Company Arrangement and resolve that Company be wound up) that the Company be wound up.
(2) The administrator of the Company may, and the administrator of a Deed of Company Arrangement shall, send to the Registrar a notice that this Section applies.
(3) On receipt of a notice under subsection (2) the Registrar shall register it.
(4) If an administrator of a Company or of a Deed of Company Arrangement sends a notice under subsection (2) he shall as soon as is reasonably practicable —
(a) file a copy of the notice with the Court; and
(b) send a copy of the notice to each creditor other than an opted-out creditor of whose claim and address he is aware.
(5) On the registration of a notice under subsection (2) —
(a) if sent by an administrator of the Company or of a Deed of Company Arrangement, the appointment of an administrator of the Company or of a Deed of Company Arrangement shall cease to have effect; and
(b) the Company shall be wound up as if a resolution for voluntary winding-up under Section 174 (Circumstances in which a Company may be wound up voluntarily) were passed on the day on which the notice is registered.
(6) The liquidator for the purposes of the winding-up shall be —
(a) a person nominated by the creditors of the Company in the prescribed manner and within the prescribed period; or
(b) if no person is nominated under paragraph (a), the administrator of the Company or of the Deed of Company Arrangement, as the case may be.
(7) In the application of Part 3 (Winding-up) to a winding-up by virtue of this Section —
(a) Section 192 (Notice of resolution to wind up) shall not apply;
(b) Section 193 (Commencement of winding-up) shall apply as if the reference to the time of the passing of the resolution for voluntary winding-up were a reference to the beginning of the date of registration of the notice under subsection (3);
(c) Section 175 (Declaration of solvency) shall not apply;
(d) Section 186 (Meeting of members and creditors) and Section 187 (Appointment of liquidator) shall not apply;
(e) Section 208 (Commencement of winding-up) shall apply as if the reference to the time of the passing of the resolution for voluntary winding-up were a reference to the beginning of the date of registration of the notice under subsection (3); and
(f) any creditors' committee which is in existence immediately before the Company ceases to be in administration shall continue in existence after that time as if appointed as a Liquidation Committee under Section 230 (Liquidation Committee).