No. 7/2018
INSOLVENCY
Cap.6:07
(9) A voluntary liquidation by creditors of a debtor as contemplated in this
section commences at the time notice is given in terms of subsection (2)(b).
(I 0) The Registrar of Deeds, Registrar of Companies, Registrar of Co-operatives
or other relevant authority, as the case may be, must immediately after the registration
of a liquidation resolution in terms of this section, transmit a copy thereof to the Master.
(II) The nomination of a liquidator in terms of an adopted liquidation resolution
in terms of this section is of no force and effect and the Master must appoint a liquidator
in accordance with the provisions of this Act.
(12) Any debtor who has passed a liquidation resolution for its voluntary
liquidation by creditors must within 30 days after the filing of the resolution with the
Registrar of Deeds, Registrar of Companies, Registrar of Co-operatives or other relevant
authority, as the case may be( a) lodge with the Master a certified copy of the liquidation resolution; and
10
(b)
send a copy of the liquidation resolution by standard notice to the persons
referred to in section I8(l)(a) and (b); and
(c)
give notice of the voluntary liquidation of the debtor in the Gazette.
Voluntary liquidation of solvent company
(I) A solvent company, other than a solvent company that is an external company
or foreign company in terms of the Companies Act [Chapter 24:31], or a sol vent private
business corporation, may be liquidated voluntarily if the company or corporation has
adopted a special resolution to be liquidated as a voluntary liquidation by its members.
(2) The resolution referred to in subsection (I) must be filed with the Registrar
of Companies, who must immediately after its registration transmit a copy thereof to
the Master.
(3) The filing of a liquidation resolution as contemplated in subsection (2) must
comply with the procedures set down from time to time by the Registrar of Companies:
Provided that a liquidation resolution which is not lodged with the Registrar
of Companies within 30 days from the date of its adoption, lapses.
(4) Before the special resolution for the voluntary liquidation of the company
or private business corporation is filed with the Registrar of Companies, the company
must(a)
arrange for security, satisfactory to the Master, for the payment of the
company's debts within no more than 12 months after the start of the
liquidation of the company; or
(b)
obtain the consent of the Master to dispense with security, which the
Master may do only if the company has submitted to the Master(i)
a sworn statement by a director authorised by the board of the
company, or by a duly authorised member in the case of a private
business corporation, stating that the company has no debts; and
(ii) a certificate by the company or private business corporation's auditor,
or if it does not have an auditor, a person who meets the requirements
for appointment as an auditor, and appointed for the purpose, stating
that to the best of the auditor's knowledge and belief and according
to the financial records of the company, the company appears to have
no debts.
(5) Any costs incurred in furnishing the security referred to in subsection (4)
may be paid by the company or private business corporation.
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