HL Deb 27 October 1981 vol 424 cc1039-40

167 Insert the following new clause:

("Minimum notice of meeting for voluntary winding up

.—(1) For section 293(1) of the 1948 Act (obligation of company to call meeting of creditors for the day, or the day next following the day, of the company's meeting for voluntary winding up), there shall be substituted the following subsection— (1) Notwithstanding any power of the members, or of any particular majority of the members, to exclude or waive any other requirement of this Act or the company's articles with respect to the period of notice to be given of any meeting of the company, the company shall give at least seven days' notice of the meeting of the company at which the resolution for voluntary winding up is to be proposed; and the company shall in addition—

  1. (a) cause a meeting of the creditors of the company to be summoned for the day, or the day next following the day, on which the said meeting of the company is to be held; and
  2. (b) cause the notices of the said meeting of the creditors to be sent by post to the creditors simultaneously with the sending of the notices of the said meeting of the company."

(2) The following subsection shall be added at the end of that section— (7) Failure to give notice of the meeting of the company mentioned in subsection (1) above as required by that subsection shall not affect the validity of any resolution passed or other thing done at that meeting which would be valid apart from that subsection").

9.56 p.m.

Lord Mackay of Clashfern

My Lords, this new clause will require a company to give at least seven days' notice to its members of a meeting of the company in which it is proposed to go into voluntary liquidation. It will prevent the company going into liquidation and appointing a liquidator with insufficient notice to allow the creditors the opportunity to appoint their own nominee to realise the company's assets. If there is insufficient time for the creditors to realise what is happening, the members' nominee sometimes gets an undue preference. In that situation it is desirable to lengthen the time. That is the purpose of this new clause. I beg to move that this House doth agree with the Commons in their Amendment No. 167.

Moved, That this House doth agree with the Commons in the said amendment.—(Lord Mackay of Clashfern.)

On Question, Motion agreed to.