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808. Application of this Part

Past version: effective from 14/06/2015 - 13/06/2015
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(1) This Part applies where—
(a) a compromise or arrangement is proposed between a company and—
(i) its creditors or any class of them, or
(ii) its members or any class of them,
for the purposes of, or in connection with, a scheme for the reconstruction of any company or companies or the amalgamation of any two or more companies or any one or more companies and one or more bodies corporate,
(b) the scheme involves—
(i) a merger (as defined in section 810(1)), or
(ii) a division (as defined in section 830).
(2) In this Part, unless the context otherwise requires—
(a) a "company" includes companies formed or registered under these Regulations and any non-ADGM company whose jurisdiction of incorporation permits such non-ADGM company: (i) to merge, in the case of a merger by absorption, into a single company or body corporate or, in the case of a merger by consolidation, into a new company (or to become such a new company), or (ii) to participate in a scheme involving a division under Chapter 3 of this Part,
(b) an "existing company" means a company involved in a scheme to which this Part applies other than a new company, and
(c) a "new company" means a company formed—
(i) to be the surviving company for the purposes of a merger by consolidation (as defined in section 810(1)(b)), or
(ii) as a new company (as mentioned in section 830(1)) for the purposes of, or in connection with, a scheme involving a division under Chapter 3 of this Part.
(3) This Part does not apply where the company in respect of which the compromise or arrangement is proposed is being wound up.