House of Commons Amendments

Session 2014 - 15
Internet Publications
Other Bills before Parliament

Public Bill Committee:
359

, continued

(a)
section 99(1), (2) or (2A), or

(b)
section 100(2),”.

39
In section 168 (liquidator’s supplementary powers: England and Wales) for

subsection (2) substitute—

“(2)
The liquidator may seek a decision on any matter from the company’s

creditors or contributories; and must seek a decision on a matter—

(a)
from the company’s creditors, if requested to do so by one-

tenth in value of the creditors;

(b)
from the company’s contributories, if requested to do so by

one-tenth in value of the contributories.”

40  (1)
Section 171 (removal of liquidator in voluntary winding up) is amended as

follows.

      (2)
In subsection (2)(b), for “general meeting of the company’s creditors

summoned” substitute “decision of the company’s creditors made by a

qualifying decision procedure instigated”.

      (3)
For subsection (3) substitute—

“(3)
Where the liquidator in a members’ voluntary winding up was

appointed by the court under section 108, a meeting such as is

mentioned in subsection (2)(a) shall be summoned only if—

(a)
the liquidator thinks fit,

(b)
the court so directs, or

(c)
the meeting is requested in accordance with the rules by

members representing not less than one-half of the total voting

rights of all the members having at the date of the request a

right to vote at the meeting.

(3A)
Where the liquidator in a creditors’ voluntary winding up was

appointed by the court under section 108, a qualifying decision

procedure such as is mentioned in subsection (2)(b) is to be instigated

only if—

(a)
the liquidator thinks fit,

(b)
the court so directs, or

(c)
it is requested in accordance with the rules by not less than

one-half in value of the company’s creditors.”

      (4)
For subsection (6) substitute—

“(6)
In the case of a members’ voluntary winding up, the liquidator vacates

office as soon as the liquidator has complied with section 94(3)

(requirement to send final account to registrar).

(7)
In the case of a creditors’ voluntary winding up, the liquidator vacates

office as soon as the liquidator has complied with section 106(3)

(requirement to send final account etc. to registrar).”

41  (1)
Section 172 (removal of liquidator in compulsory winding up) is amended as

follows.

      (2)
In subsection (2), for “general meeting of the company’s creditors summoned”

substitute “decision of the company’s creditors made by a qualifying decision

procedure instigated”.

      (3)
In subsection (3)—

(a)
in paragraph (a) omit “a meeting of”;

(b)
for the words from “a general meeting” to “the meeting” substitute “a

qualifying decision procedure such as is mentioned in subsection (2)

Public Bill Committee:
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shall be instigated only if the liquidator thinks fit, the court so directs,

or it”.

      (4)
For subsection (8) substitute—

“(8)
Where the liquidator has produced an account of the winding up under

section 146 (final account), the liquidator vacates office as soon as the

liquidator has complied with section 146(4) (requirement to send

account etc. to registrar and to court).”

42  (1)
Section 173 (release of liquidator in voluntary winding up) is amended as

follows.

      (2)
In subsection (2), for paragraphs (a) and (b) substitute—

“(a)
in the following cases, the time at which notice is given to the

registrar of companies in accordance with the rules that the

person has ceased to hold office—

(i)
the person has been removed from office by a general

meeting of the company,

(ii)
the person has been removed from office by a

decision of the company’s creditors and the

company’s creditors have not decided against his

release,

(iii)
the person has died;

(b)
in the following cases, such time as the Secretary of State

may, on the application of the person, determine—

(i)
the person has been removed from office by a

decision of the company’s creditors and the

company’s creditors have decided against his release,

(ii)
the person has been removed from office by the court,

(iii)
the person has vacated office under section 171(4);”.

      (3)
In subsection (2)(d), for “(6)(a)” substitute “(6)”.

      (4)
In subsection (2), for paragraph (e) substitute—

“(e)
in the case of a person who has vacated office under section

171(7)—

(i)
if any of the company’s creditors objected to the

person’s release before the end of the period for so

objecting prescribed by the rules, such time as the

Secretary of State may, on an application by that

person, determine, and

(ii)
otherwise, the time at which the person vacated

office.”

      (5)
After subsection (2) insert—

“(2A)
Where the person is removed from office by a decision of the

company’s creditors, any decision of the company’s creditors as to

whether the person should have his release must be made by a

qualifying decision procedure.”

43  (1)
Section 174 (release of liquidator in compulsory winding up) is amended as

follows.

      (2)
In subsection (2)(a), for “a general meeting of” substitute “the company’s”.

      (3)
In subsection (4), for paragraphs (a) and (b) substitute—

“(a)
in the following cases, the time at which notice is given to the

court in accordance with the rules that the person has ceased

to hold office—

Public Bill Committee:
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, continued

(i)
the person has been removed from office by a

decision of the company’s creditors and the

company’s creditors have not decided against his

release,

(ii)
the person has died;

(b)
in the following cases, such time as the Secretary of State

may, on the application of the person, determine—

(i)
the person has been removed from office by a

decision of the company’s creditors and the

company’s creditors have decided against his release;

(ii)
the person has been removed from office by the court

or the Secretary of State;

(iii)
the person has vacated office under section 172(5) or

(7);”.

      (4)
In subsection (4)(d), for sub-paragraphs (i) and (ii) substitute—

“(i)
if any of the company’s creditors objected to the

person’s release before the end of the period for so

objecting prescribed by the rules, such time as the

Secretary of State may, on an application by that

person, determine, and

(ii)
otherwise, the time at which the person vacated

office.”

      (5)
After subsection (4) insert—

“(4ZA)
Where the person is removed from office by a decision of the

company’s creditors, any decision of the company’s creditors as to

whether the person should have his release must be made by a

qualifying decision procedure.”

44
Omit section 194 (resolutions passed at adjourned meetings).

45  (1)
Section 195 (meetings to ascertain wishes of creditors or contributories) is

amended as follows.

      (2)
In subsection (1)(b), for the words from “meetings” to the end substitute

“qualifying decision procedures to be instigated or the deemed consent

procedure to be used in accordance with any directions given by the court, and

appoint a person to report the result to the court”.

      (3)
In the heading, for “Meetings” substitute “Court’s powers”.

46  (1)
Section 201 (voluntary winding up - dissolution) is amended as follows.

      (2)
In subsection (1)—

(a)
omit “and return”;

(b)
after “or” insert “his final account and statement under”.

      (3)
In subsection (2)—

(a)
for “and return” substitute “, or the account and statement,”;

(b)
after “register” insert “it or”;

(c)
for “the return” substitute “the account”.

47
In section 202(3) (early dissolution in England and Wales) after “creditors”

insert “, other than opted-out creditors,”.

48
In section 204(2) (early dissolution: Scotland) for “meeting or meetings”

substitute “liquidator has been appointed”.

49  (1)
Section 205 (compulsory winding up - dissolution) is amended as follows.

      (2)
For subsection (1)(a) substitute—

“(a)
a final account and statement sent under section 146(4) (final

account);”.

Public Bill Committee:
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, continued

      (3)
In subsection (2)—

(a)
after “receipt of” insert “the final account and statement or”;

(b)
after “register” insert “them or”;

(c)
omit the second “of the notice”.

50
In section 208(2) (misconduct in course of winding up), for “at any meeting”

substitute “in connection with any qualifying decision procedure or deemed

consent procedure”.

51  (1)
Schedule 10 (offences) is amended as follows.

      (2)
For the entries for section 94(4) and (6) substitute—

“94(4)
Liquidator failing to
Summary
Level 3 on

send to company

the standard

members a copy of

scale

account of winding up

94(5)
Liquidator failing to
Summary
Level 3 on
One tenth of

send to registrar a copy

the standard
level 3 on the

of account of winding

scale
standard

up

scale”

      (3)
Omit the entry for section 98(6).

      (4)
In the entry for section 99(3), in column 2, for the words from “attend” to

“meeting” substitute “send statement in prescribed form to creditors”.

      (5)
After the entry for section 99(3) insert—

“100(9)
Directors failing to
1. On
A fine

seek creditors’
indictment

agreement to

appointment of

liquidator
2. Summary
In England and


Wales, a fine.

In Scotland, a fine
       ”

not exceeding the

statutory

maximum.

      (6)
For the entries for section 106(4) and (6) substitute—

“106(5)
Liquidator failing to
Summary
Level 3 on

send to company

the standard

members and creditors

scale

a copy of account of

winding up

106(6)
Liquidator failing to
Summary
Level 3 on
One tenth of

send to registrar a copy

the standard
level 3 on the

of account of winding

scale
standard

up

scale ”

Other provision

52  (1)
Section 246A (remote attendance at meetings) is amended as follows.

      (2)
In subsection (1), for the words from “applies to” to the end substitute “applies

to any meeting of the members of a company summoned by the office-holder

under this Act or the rules, other than a meeting of the members of the

company in a members’ voluntary winding up.”

Public Bill Committee:
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      (3)
In subsection (8) for “creditors, members or contributories” substitute

“members”.

      (4)
In subsection (9)(c), for the words from “made” to “of members,” substitute

“made”.

53
In section 387(2A) (definition of “relevant date”) for “meetings to consider”

substitute “consideration of”.

54
In section 433(3)(a) (admissibility of evidence in statement of affairs etc) omit

“98(6),”.

55  (1)
Section 434B (representation of companies at meetings) is amended as

follows.

      (2)
In subsection (1), for paragraph (a) substitute—

“(a)
in a qualifying decision procedure, held in pursuance of this

Act or of rules made under it, by which a decision is sought

from the creditors of a company, or”.

      (3)
In the heading, after “corporations” insert “in decision procedures and”.

56
In Schedule 8, after paragraph 9 insert—

“9A
Provision about how a company’s creditors may nominate a person

to be liquidator, including in the case of a voluntary winding up

provision conferring functions on the directors of the company.”

57  (1)
Paragraph 10 of Schedule 8 (power to make provision about creditors

committees etc) is amended as follows.

      (2)
In sub-paragraph (1)—

(a)
after “to the” insert “establishment,”;

(b)
for “established under” substitute “provided for by”.

      (3)
In sub-paragraph (2)—

(a)
in paragraph (a), omit “a meeting of” in both places;

(b)
in paragraph (b), for “a meeting of” substitute “seeking a decision

from”.

Part 2

Individual insolvency

Introductory

58
The Insolvency Act 1986 is amended in accordance with this Part of this

Schedule.

Individual voluntary arrangements

59  (1)
Section 256 (nominee’s report on debtor’s proposal) is amended as follows.

      (2)
At the end of subsection (1)(a) insert “and”.

      (3)
In subsection (1)(aa)—

(a)
for “a meeting of the debtor’s creditors should be summoned to”

substitute “the debtor’s creditors should”;

(b)
omit “, and”.

      (4)
Omit subsection (1)(b).

      (5)
In subsection (5) for “a meeting of the debtor’s creditors should be summoned

to” substitute “the debtor’s creditors should”.

      (6)
In subsection (6), for “a meeting of the debtor’s creditors to be summoned”

substitute “the debtor’s creditors”.

60  (1)
Section 256A (nominee’s report on debtor’s proposal) is amended as follows.

Public Bill Committee:
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, continued

      (2)
At the end of subsection (3)(a) insert “and”.

      (3)
In subsection (3)(b)—

(a)
for “a meeting of the debtor’s creditors should be summoned to”

substitute “the debtor’s creditors should”;

(b)
omit “, and”.

      (4)
Omit subsection (3)(c).

61
In the heading before section 257, for “meeting” substitute “decisions”.

62  (1)
Section 257 (summoning of creditors’ meeting) is amended as follows.

      (2)
For subsections (1) and (2) substitute—

“(1)
This section applies where it has been reported to the court under

section 256 or to the debtor’s creditors under section 256A that the

debtor’s creditors should consider the debtor’s proposal.

(2)
The nominee (or the nominee’s replacement under section 256(3) or

256A(4)) must seek a decision from the debtor’s creditors as to

whether they approve the proposed voluntary arrangement (unless, in

the case of a report to which section 256 applies, the court otherwise

directs).

(2A)
The decision is to be made by a creditors’ decision procedure.

(2B)
Notice of the creditors’ decision procedure must be given to every

creditor of the debtor of whose claim and address the nominee (or the

nominee’s replacement) is aware.”

      (3)
In subsection (3)(b), for “meeting” substitute “creditors’ decision procedure”.

      (4)
For the heading substitute “Consideration of debtor’s proposal by creditors”.

63  (1)
Section 258 (decision of creditors’ meeting) is amended as follows.

      (2)
For subsection (1) substitute—

“(1)
This section applies where under section 257 the debtor’s creditors are

asked to decide whether to approve the proposed voluntary

arrangement.”

      (3)
In subsections (2), (4) and (5) for “meeting” (in each place) substitute

“creditors”.

      (4)
In subsection (2)—

(a)
after “with” insert “or without”;

(b)
for “do so” insert “approve it with modifications”.

      (5)
Omit subsection (6).

      (6)
For the heading substitute “Approval of debtor’s proposal”.

64  (1)
Section 259 (report of decisions to court) is amended as follows.

      (2)
For subsection (1) substitute—

“(1)
When pursuant to section 257 the debtor’s creditors have decided

whether to approve the debtor’s proposal (with or without

modifications), the nominee (or the nominee’s replacement under

section 256(3) or 256A(4)) must—

(a)
give notice of the creditors’ decision to such persons as may

be prescribed, and

(b)
where the creditors considered the debtor’s proposal pursuant

to a report to the court under section 256(1)(aa), report the

creditors’ decision to the court.”

      (3)
In subsection (2), for “meeting has” substitute “creditors have”.

Public Bill Committee:
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65  (1)
Section 260 (effect of approval) is amended as follows.

      (2)
In subsection (1) for “the meeting summoned under section 257 approves”

substitute “pursuant to section 257 the debtor’s creditors decide to approve”.

      (3)
In subsection (2)—

(a)
in paragraph (a) for “at the meeting” substitute “at the time the

creditors decided to approve the proposal”;

(b)
in paragraph (b)(i) for the words from “at the” to “it)” substitute “in

the creditors’ decision procedure by which the decision to approve the

proposal was made”.

      (4)
In subsection (4) for “meeting” substitute “decision”.

66  (1)
Section 261 (additional effect on undischarged bankrupt) is amended as

follows.

      (2)
In subsection (1)(a), for “the creditors’ meeting summoned under section 257

approves” substitute “pursuant to section 257 the debtor’s creditors decide to

approve”.

      (3)
In subsection (3)(a), for “decision of the creditors’ meeting” substitute

“creditors’ decision”.

67  (1)
Section 262 (challenge of meeting’s decision) is amended as follows.

      (2)
In subsection (1)(a), for “a creditors’ meeting summoned under” substitute “a

decision of the debtor’s creditors pursuant to”.

      (3)
In subsection (1)(b), for “at or in relation to such a meeting” substitute “in

relation to a creditors’ decision procedure instigated under that section”.

      (4)
In subsection (2)(b)(i), for “at the creditors’ meeting” substitute “in the

creditors’ decision procedure”.

      (5)
In subsection (3)(b)—

(a)
for “creditors’ meeting” substitute “creditors’ decision procedure”;

(b)
for “the meeting had taken place” substitute “a decision as to whether

to approve the proposed voluntary arrangement had been made”.

      (6)
In subsection (4)(a) for “the meeting” substitute “a decision of the debtor’s

creditors”.

      (7)
For subsection (4)(b) substitute—

“(b)
direct any person to seek a decision from the debtor’s

creditors (using a creditors’ decision procedure) as to whether

they approve—

(i)
any revised proposal the debtor may make, or

(ii)
in a case falling within subsection (1)(b), the debtor’s

original proposal.”

      (8)
In subsection (5)—

(a)
for “for the summoning of a meeting to consider” substitute “in

relation to”;

(b)
for “given at the previous meeting” substitute “previously given by the

debtor’s creditors”.

      (9)
In subsection (7), for “meeting”, in each place, substitute “decision”.

    (10)
In subsection (8), for the words from “an approval” to the end substitute “the

approval of a voluntary arrangement by a decision of the debtor’s creditors

pursuant to section 257 is not invalidated by any irregularity in relation to the

creditors’ decision procedure by which the decision was made.”

    (11)
In the heading for “meeting’s” substitute “creditors’”.

68
In section 262B(1) (prosecution of delinquent debtors), for “creditors’ meeting

summoned under” substitute “decision of the debtor’s creditors pursuant to”.



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