• Chapter 4 Chapter 4 — Creditors' voluntary winding-up

    • 185. Application of this Chapter

      (1) Subject to subsection (2), this Chapter applies in relation to a creditors' voluntary winding-up.
      (2) Sections 186 (Meetings of members and creditors) and 187 (Appointment of liquidator) do not apply where, under Section 184 (Conversion to creditors' voluntary winding-up), a members' voluntary winding-up has become a creditors' voluntary winding-up.

    • 186. Meetings of members and creditors

      (1) The Company shall —
      (a) cause a general meeting of the Company to be summoned at which the resolution for voluntary winding-up is to be proposed; and
      (b) cause a meeting of its creditors to be summoned in accordance with the provisions of Schedule 6 (Meetings and Correspondence).
      (2) The Directors of the Company shall make out a Statement of Affairs of the Company and lay that statement before the creditors' meeting.
      (3) If the Company or any Director, each without reasonable excuse, fails to comply with this Section, they commit a contravention and is liable to a fine at the relevant level set out in the Fines Schedule.

    • 187. Appointment of liquidator

      (1) The creditors and the Company at their respective meetings mentioned in Section 186 (Meetings of members and creditors) may nominate a person to be liquidator.
      (2) The liquidator shall be the person nominated by the creditors or, where no person has been so nominated, the person (if any) nominated by the Company.
      (3) The creditors' voluntary winding-up is deemed to commence at the time specified in Section 193 (Commencement of winding-up).

    • 188. Directors' powers

      On the appointment of a liquidator, all the powers of the Directors cease, except so far as the Liquidation Committee (or, if there is no such Liquidation Committee, the creditors) sanction their continuance.

    • 189. Vacancy in office of liquidator

      If a vacancy occurs, by death, resignation or otherwise, in the office of a liquidator (other than a liquidator appointed by, or by the direction of, the Court) the creditors may resolve at a meeting of creditors to fill the vacancy.

    • 190. Progress report to members and creditors at year's end

      (1) If the winding-up of the Company continues for more than one year, the liquidator must, within two (2) months after the end of twelve (12) months commencing on the date on which the liquidator is appointed, and after every subsequent twelve (12) months until the liquidator ceases to act —
      (a) produce a progress report providing an account of his acts and dealings, and of the conduct of the winding-up, during the preceding year; and
      (b) send a copy of the progress report to the members and creditors (other than opted-out creditors) of the Company and to the Registrar.
      (2) A progress report is not required for any period which ends after the liquidator has sent a final report to members and creditors under Section 191 (Final meeting prior to dissolution).
      (3) If the liquidator fails to comply with this Section, he commits a contravention and is liable to a fine at the relevant level set out in the Fines Schedule.

    • 191. Final meeting prior to dissolution

      (1) As soon as the Company's affairs are fully wound up, the liquidator shall make up an account of the winding-up, showing how it has been conducted and the Company's property has been disposed of, and thereupon shall call a general meeting of the Company and a meeting of the creditors (to be held on the same day) for the purpose of laying the account before the meetings and giving an explanation of it.
      (2) Notice of each meeting shall be published in the Abu Dhabi Global Market in such manner as the liquidator thinks appropriate, specifying the time, place and object of the meeting and published at least one month before it.
      (3) Within seven (7) days of the meetings the liquidator shall send to the Registrar a copy of the account and a return of the meetings.
      (4) If the copy is not sent or the return is not made in accordance with subsection (3), the liquidator commits a contravention and is liable to a fine at the relevant level set out in the Fines Schedule.