(vi)
the considered opinion of the provisional judicial manager as to the prospects of the company
becoming a successful concern and of the removal of the facts or circumstances which prevent
the company from becoming a successful concern.
304 Meetings convened by Master during provisional judicial management
(1 ) A meeting convened in terms of subparagraph (ii) of paragraph (b) of subsection (1) of section three hundred and two shall be held as nearly as may be—
(a ) in the case of a meeting of creditors, in the manner prescribed for creditors’ meetings under the law
relating to insolvency; or
(b ) in the case of a meeting of members and debenture -holders, in the manner prescribed by rules made
under section three hundred and fifty-nine.
(2 ) The purpose of a meeting referred to in subsection (1 ) shall be—
(a ) to consider the report of the provisional judicial manager under paragraph (c) of section three hundred
and three and the desirability or otherwise of placing the company finally under judicial management,
taking into account the prospects of the company becoming a successful concern; and
(b ) subject to subsection (3), to nominate the person or persons whose names shall be submitted to the
Master for appointment as final judicial manager or managers; and
(c) in the case of a meeting of creditors, the proving of claims against the company; and
(d ) to consider the passing of a resolution referred to in subsection (1) of section three hundred and nine.
(3 ) A person shall not be nominated for appointment as a final judicial manager of a company if he is the
auditor of the company or is disqualified under this Act from being appointed as liquidator in a winding-up.
(4 ) The chairman of a meeting referred to in subsection (1 ) shall prepare and lay before the court a report of
the proceedings of such meeting, including a summary of the reasons for any conclusion arrived at under paragraph (a ) of subsection (2).
(5 ) The provisions of this Act relating to the proof of claims against a company which is being wound up and
to the nomination and appointment of a liquidator of any such company shall apply, mutatis mutandis, to the proof
of claims against a company which has been placed under judicial management and the nomination and appointment of a final judicial manager of such a company.
305 Return day of provisional judicial management order
(1 ) On the return day fixed in the provisional judicial management order, or on the day to which the court or
a judge may have extended it, the court, after considering—
(a ) the opinion and wishes of the creditors and members of the company; and
(b ) the report of the provisional judicial manager prepared in terms of section three hundred and three; and
(c) the number of creditors who did not prove claims at the first meeting of creditors and the amounts and
nature of their claims; and
(d ) the report of the Master; and
(e) the report of the Registrar;
may grant a final judicial management order if it appears to the court that there is a reasonable probability that the
company concerned, if placed under judicial management, will be enabled to become a successful concern and
that it is just and equitable to grant such an order, or it may discharge the provisional judicial management order
or make any other order that it thinks just.
(2 ) A final judicial management order shall contain—
(a ) directions for the vesting of the management of the company, subject to the supervision of the court, in
the fi nal judicial manager, the handing over of all matters and the accounting by the provisional judicial
manager to the final judicial manager and the discharge of the provisional judicial manager, where necessary; and
(b ) such other directions as to the management of the company, or any matter incidental thereto, including
dire ctions conferring upon the final judicial manager the power, subject to the rights of the creditors of
the company, to raise money in any way without the authority of shareholders, as the court may co nsider
necessary.
[Paragraph as amended by section 33 of Act No. 14 of 2004]
(3 ) The court may at any time and in any manner vary the terms of a final judicial management order on the
application of the Master, the final judicial manager or a representative acting on behalf of the general body of
creditors of the company concerned by virtue of a resolution passed by a majority in value and number of such
creditors at a mee ting of those creditors.
306 Duties of final judicial manager
A final judicial manager shall, subject to the memorandum and articles of the company in so far as they are
consis tent with any direction contained in the relevant judicial management order—
(a ) take over from the provisional judicial manager and assume the management of the company; and
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