Requirements for acceptance into the simplified winding up programme
250F.—(1)  The Official Receiver may, on the application of a company (called in this Division the applicant company) under section 250D, accept the applicant company into the simplified winding up programme if, and only if, both the following requirements are met:
(a)the applicant company meets all the eligibility criteria set out in subsection (2);
(b)there is no circumstance in subsection (3), known to the Official Receiver, which makes the applicant company unsuitable for acceptance into the simplified winding up programme.
[39/2020]
(2)  For the purposes of subsection (1)(a), the eligibility criteria are as follows:
(a)the applicant company’s annual sales turnover for the relevant period does not exceed $10 million (or any amount that may be prescribed in substitution by the Minister by order in the Gazette);
(b)the applicant has not more than 30 employees (or any number that may be prescribed in substitution by the Minister by order in the Gazette);
(c)the applicant company has not more than 50 creditors (or any number that may be prescribed in substitution by the Minister by order in the Gazette);
(d)the liabilities of the applicant company (including contingent and prospective liabilities) do not exceed $2 million (or any amount that may be prescribed in substitution by the Minister by order in the Gazette);
(e)the value of realisable assets of the applicant company (not including any asset that is subject to a security) does not exceed $50,000 (or any amount that may be prescribed in substitution by the Minister by order in the Gazette);
(f)any other criteria as may be prescribed by the Minister by order in the Gazette.
[39/2020]
(3)  For the purposes of subsection (1)(b), each of the following is a circumstance that makes an applicant company unsuitable for acceptance into the simplified winding up programme:
(a)the applicant company is being wound up pursuant to —
(i)an order for the winding up of a company under section 216(2)(f) of the Companies Act 1967;
(ii)an order for winding up made under section 124 (or any previous written law corresponding to that provision); or
(iii)a resolution passed for the winding up of a company under section 160 (or any previous written law corresponding to that provision);
(b)the applicant company is in judicial management —
(i)within the meaning of section 88(2); or
(ii)pursuant to an application made under the repealed section 227B(1) of the Companies Act 1967 as in force before 30 July 2020;
(c)an application has been made in respect of the applicant company under any of the following provisions and the application is pending:
(i)section 210(1), (4) or (10) of the Companies Act 1967;
(ii)section 71 (or any previous written law corresponding to that provision);
(iii)section 91 (or any previous written law corresponding to that provision);
(iv)section 124 (or any previous written law corresponding to that provision);
(d)an order under section 210(10) of the Companies Act 1967, one or more orders under section 64(1) (or any previous written law corresponding to that provision) or an automatic moratorium mentioned in section 64(8) (or any previous written law corresponding to that provision), is in force in relation to the applicant company;
(e)a provisional liquidator of the applicant company has been appointed under section 161 (or any previous written law corresponding to that provision);
(f)an interim judicial manager has been appointed by the Court under section 92 (or any previous written law corresponding to that provision) or by the applicant company under section 94(3), and the term of the appointment of the interim judicial manager has not ended;
(g)the applicant company has made an application for acceptance into the simplified debt restructuring programme under section 72E which is pending;
(h)there is any dispute or disagreement between 2 or more relevant persons as to the affairs of the applicant company;
(i)there is any allegation made in writing to the Official Receiver by a past judicial manager or liquidator, a creditor or contributory, or an employee or officer (whether past or present), of the applicant company, that —
(i)any business of the applicant company has been carried on with intent to defraud creditors of the applicant company or creditors of any other person or for any fraudulent purpose within the meaning of section 238 (or any previous written law corresponding to that provision);
(ii)the applicant company has traded wrongfully within the meaning of section 239(12) (or any previous written law corresponding to that provision); or
(iii)any person who has taken part in the formation or promotion of the applicant company, or any past or present officer or past judicial manager or liquidator of the applicant company, has misapplied or retained or become liable or accountable for any money or property of the company or been guilty of any misfeasance or breach of trust or duty in relation to the applicant company within the meaning of section 240 (or any previous written law corresponding to that provision);
(j)the applicant company is a party to any legal proceedings before a court, an arbitral tribunal or other body (whether in Singapore or elsewhere) which are pending;
(k)the winding up of the applicant company is likely to require significant resources or specialised knowledge or expertise;
(l)the winding up of the applicant company —
(i)requires greater supervision of the Court or participation of the creditors or contributories than is provided for or applicable to a winding up under the simplified winding up programme; or
(ii)is likely to require the exercise of a power by the Court or the liquidator under Part 8 or 9 that is disapplied by section 250L or is otherwise unavailable in a winding up under the simplified winding up programme;
(m)any other circumstances as may be prescribed by order in the Gazette.
[39/2020]
(4)  Any order made under subsection (2)(a), (b), (c), (d), (e) or (f) or (3)(m) must be presented to Parliament as soon as possible after publication in the Gazette.
[39/2020]
(5)  A reference in subsection (3)(h) to the affairs of the applicant company is to the affairs of a company as defined in section 62.
[39/2020]
(6)  In this section —
“annual sales turnover”, for a relevant period in relation to an applicant company, means —
(a)if the relevant period is a business year that consists of 12 months, the sales turnover of the applicant company in that business year; or
(b)if the relevant period is a business year that does not consist of 12 months or is a business commencement period, the amount calculated using the formula where —
(i)S is the sales turnover of the applicant company in that business year or business commencement period; and
(ii)B is the number of months in that business year or business commencement period;
“business commencement period”, in relation to an applicant company, means the period between the date of commencement of the business operations of the applicant company and the date of the application by the applicant company under section 250D (both dates inclusive);
“business year” means a period in respect of which an applicant company prepares or is required to prepare accounts;
“employee”, in relation to an applicant company, means an individual who has entered into or works under a contract of service with the applicant company;
“relevant period”, in relation to an applicant company, means —
(a)the business year of the applicant company immediately preceding the date of the application by the applicant company under section 250D; or
(b)if there is no such business year, the business commencement period of the applicant company;
“relevant person”, in relation to an applicant company, means an officer or a member (whether past or present) of the applicant company;
“sales turnover”, in relation to an applicant company, means the aggregate of the following amounts, after deducting sales rebates, goods and services tax and other taxes directly related to those amounts:
(a)the amounts derived by the applicant company from the sale of products and the provision of services falling within the ordinary activities of the applicant company;
(b)any other amounts derived from the business operations of the applicant company, but excluding gains from the sale of fixed assets, donations, grants, subsidies, subscriptions, interest, dividends, goods purchased for resale and investment income.
[39/2020]