Modifications and disapplication of certain provisions of Parts 8 and 9
250L.—(1)  To avoid doubt, a voluntary winding up of a company that resolved that the company be wound up voluntarily upon being accepted into the simplified winding up programme, is a voluntary winding up within the meaning of sections 119 and 160(1)(b), and Division 1, Subdivisions 1, 3 and 4 of Division 3, and Division 4, of Part 8, and Part 9, apply subject to the modifications set out in this section.
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(2)  The following provisions (which otherwise apply to or in relation to a company that is being wound up under a creditors’ voluntary winding up) do not apply to or in relation to a company that is being wound up voluntarily under the simplified winding up programme:
(a)sections 161 (except for section 161(6)(b)) and 163 (in Subdivision 1 of Division 3 of Part 8);
(b)sections 166, 167 (except section 167(4)) and 169 (in Subdivision 3 of Division 3 of Part 8);
(c)sections 171, 173, 174, 175, 177(1)(e) and (3), 178, 179, 180(2) to (5) and (9), 182, 184 and 185 (in Subdivision 4 of Division 3 of Part 8);
(d)sections 187, 188(3), 189(1), 192, 194(2) and (3), 195(5), 196, 197(3) and (5), 198, 199(1) and (2), 200, 201, 202 and 204 (in Subdivision 1 of Division 4 of Part 8);
(e)sections 209(3), (4) and (5), 210 and 211 (in Subdivision 3 of Division 4 of Part 8);
(f)section 235 (in Division 5 of Part 9).
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(3)  Section 160 applies as if subsections (2) and (3) of that section were replaced by the following subsections:
 
 “(2)  The Official Receiver must within 7 days after the publication of the notice of acceptance in respect of an applicant company in the Gazette under section 250J, lodge a copy of the notice of acceptance with the Registrar of Companies.
 
   (3)  Despite subsection (1), a company that has been accepted into the simplified winding up programme and that is being wound up voluntarily under the programme must not pass a resolution mentioned in subsection (1)(a) or (b) before the company is discharged from the programme.”.
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(4)  Section 168 applies as if the words “statement of affairs mentioned in section 166(4)” in subsection (1) of that section were replaced by the words “statement of affairs mentioned in section 250D(2)(a)(ii)”.
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(5)  Section 170 applies as if —
(a)the words “commencement of a creditors’ voluntary winding up” in subsection (1) of that section were replaced by the words “commencement of the winding up of a company that is being wound up voluntarily under the simplified winding up programme”; and
(b)the words “action or proceeding” in subsection (2) of that section were replaced by the words “action or proceeding (except an application under section 124)”.
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(6)  Section 177(1) applies as if paragraph (a) of that provision were replaced by the following paragraphs:
 
“(a)exercise any of the powers in section 144(1)(b), (c), (d) and (f)(i);
 
(aa)exercise the power in section 144(1)(e) or (f)(ii), but only if —
 
(i)any period of limitation prescribed by any rule of law or in any contract for the bringing of an action or other legal proceeding will expire during the voluntary winding up of the company, if the action or legal proceeding is not brought in the name and on behalf of the company; or
 
(ii)the failure to bring or defend an action or a legal proceeding in the name and on behalf of the company at any time during the voluntary winding up will cause prejudice to the company;”.
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(7)  Section 180(1) applies as if paragraphs (a) and (b) of that provision were replaced by the following paragraphs:
 
“(a)make up an account showing how the winding up has been conducted and the property of the company has been disposed of;
 
(b)lodge a copy of the account with the Registrar of Companies; and
 
(c)give notice of the making up of the account, and publish the account, on the designated website.”.
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(8)  Section 180 applies as if subsection (6) of that section were replaced by the following subsection:
 
 “(6)  On the expiration of 30 days after the giving of the notice and the publication of the account on the designated website in accordance with subsection (1)(c), the company is dissolved.”.
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(9)  Section 183 applies as if the words “remuneration of the liquidator” were replaced by the words “costs and expenses of winding up incurred by the Official Receiver as the liquidator of the company”.
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(10)  Section 191 applies as if subsections (1) to (4) of that section were replaced by the following subsections:
 
 “(1)  The Official Receiver must —
 
(a)within 14 days after the Official Receiver’s appointment as liquidator, lodge with the Registrar of Companies notice of the Official Receiver’s appointment and of the address of the Official Receiver’s office; and
 
(b)within 14 days after any change in the address of the Official Receiver’s office, lodge with the Registrar of Companies notice of the change.
 
   (2)  Service of any document by leaving it at, or sending it by post addressed to, the address of the Official Receiver’s office given in the most recent notice lodged by the Official Receiver with the Registrar of Companies under subsection (1)(a) or (b) is deemed to be good service upon the Official Receiver and upon the company.
 
   (3)  The Official Receiver must, within 14 days after the Official Receiver’s cessation from office as liquidator upon the discharge of the company from the simplified winding up programme, lodge with the Registrar of Companies a notice of the Official Receiver’s cessation from that office.”.
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(11)  Section 197 applies as if subsections (1) and (2) of that section were replaced by the following subsections:
 
 “(1)  Where the Official Receiver (as the liquidator of a company that is wound up voluntarily under the simplified winding up programme), has in his or her hands or under his or her control —
 
(a)any unclaimed dividend or other moneys that have remained unclaimed for more than 2 months after the date on which the dividend or other moneys became payable; or
 
(b)after making final distribution, any unclaimed or undistributed moneys arising from any property of the company,
 
and the moneys remain unclaimed after the expiration of 14 days after the date the notice mentioned in subsection (2) is given, the Official Receiver must place the moneys to the credit of the Companies Liquidation Account.
 
   (2)  Before the Official Receiver places any moneys mentioned in subsection (1) to the credit of the Companies Liquidation Account, the Official Receiver must give notice of the Official Receiver’s intention to do so if those moneys remain unclaimed after the expiration of 14 days after the date the notice is given, to the person entitled to those moneys by —
 
(a)publishing a notice on the designated website; and
 
(b)sending a copy of the notice to that person at that person’s last known address.”.
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(12)  Section 205(2) applies as if paragraph (a) of that provision were replaced by the following paragraph:
 
“(a)pursuant to the terms of a compromise or an arrangement proposed by the company under section 210 of the Companies Act 1967 or section 71 or 72M, that is approved by the creditors; or”.
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(13)  Section 206(1) applies as if paragraph (a) of that provision were replaced by the following paragraph:
 
“(a)where any creditor has had notice that a notice of application mentioned in section 250G(1) in respect of the company has been published on the designated website, the date on which the creditor so had notice is for the purposes of this section substituted for the date of the commencement of the winding up;”.
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(14)  Section 207(1) applies as if paragraphs (a), (b) and (c) of that provision were replaced by the following paragraph:
 
“(a)a notice of acceptance in respect of the company has been published in the Gazette under section 250J,”.
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(15)  Section 207(2) applies as if paragraph (b) of that provision were replaced by the following paragraph:
 
“(b)if within that time notice is served on the bailiff that a notice of application mentioned in section 250G(1) in respect of the company has been published on the designated website, and a notice of acceptance is published in the Gazette, the bailiff must pay the balance to the Official Receiver as liquidator, who is entitled to retain the balance as against the execution creditor.”.
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(16)  Section 209 applies as if subsection (2) of that section were replaced by the following subsection:
 
 “(2)  Where this section applies, the Official Receiver may publish on the designated website a notice that at the expiration of 30 days after the date of the notice, the name of the company mentioned in that notice will be struck off the register by the Registrar of Companies, and the company will be dissolved, unless action is taken in accordance with subsection (6) to apply to the Court for the company to be wound up.”.
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(17)  Section 209 applies as if subsection (6) of that section were replaced by the following subsection:
 
 “(6)  The Official Receiver must allow any creditor, contributory or receiver or manager of the company to take any necessary action, before the expiry of the period of 30 days after the date of the notice mentioned in subsection (2), to apply to the Court for the company to be wound up.”.
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(18)  Section 209(7) applies as if the words “the giving of the notice under subsection (2)” were replaced by the words “the publication of the notice under subsection (2)”.
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(19)  Section 209 applies as if subsection (8) of that section were replaced by the following subsection:
 
 “(8)  At the expiration of the period of 30 days mentioned in subsection (2), the Official Receiver may lodge with the Registrar of Companies a notice to strike the name of the company off the register, unless action is taken in accordance with subsection (6) to apply to the Court for the company to be wound up.”.
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(20)  A reference in sections 218(1) and (2) and 219(1)(b) to an insolvent company being wound up is to be read as a reference to a company that is being wound up voluntarily under the simplified winding up programme.
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(21)  A reference in sections 218(3), 222(1) and 223(1) to insolvent winding up is to be read as a reference to the winding up of a company that is being wound up voluntarily under the simplified winding up programme.
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(22)  A reference in section 221(1) to insolvent liquidation is to be read as a reference to the winding up of a company that is being wound up voluntarily under the simplified winding up programme.
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