Restoring a Company to the Register Nz

Before you start your application, check if your company can be taken over and if you are applying for the right position. A director of the corporation must then file an annual statement online and pay the $49.74 (plus GST) fee to update the corporation`s reporting obligations. The court had to be satisfied that the evidence was sufficient not only for the claim for restitutio in integrum, but also for the subsequent appointment of official liquidators. In Margara, the court was satisfied that the applicant had established a sound basis for the appointment of formal liquidators and that he was entitled to file the claim as a creditor in respect of the lawyers` fee claim and as a contingent or potential creditor in respect of the underlying claim. Referring to sections 94, 92 (d) and (e) of the Companies Act, he stated: “It appears that the company is unable to pay its debts, but in all cases it is equally fair and equitable for the company to be wound up.” 7 After requesting the reinstatement of the company, we will send you the forms, which you must complete. You will also have to pay a $10 (plus GST) fee to reserve a new name. By filing a corresponding application, the former shareholders of the defunct Dragon Co. Ltd (C 21246) – Robert Tonna and Rockwell Corporation Limited (C 18079) (together the “shareholders”) – formally before the court to order the re-registration of the company in the Maltese Commercial Register; Failure to do so would be to the detriment not only of the shareholders themselves, but also of the company`s employees and the many residents of a retirement home run by it. 6. Justice Doyle stated in Margara that the letter was obtained without objection from the Minister of Finance and that the request was made.

The Court stated that “applicants would be well advised in the future to act expeditiously as soon as the extension of time has been granted”. The court accepted that it was implied that the Minister of Finance allowed a longer period of 2 years to file an application to take over the business, but within the maximum period of 10 years. If the restoration application is denied, you may be able to apply for a court order to reinstate the business within 28 days of the registrar`s decision, even if the time limit for filing an application for reinstatement to the court has expired. Alternatively, it may be possible to receive a discretionary grant (if you apply, were a shareholder of the company and need to claim a refund). As a further remark, the Court did not take into account (in its deliberations) the defendant`s plea (as mentioned in the background section of this report) that the company could only be re-registered under Article 9(4) of the Companies Law (Beneficial Ownership Register) Regulation, as opposed to Article 325(4) of the Companies Law. in the case of a company which is derived from the new The defendant (i.e. on the other hand, found that the company had been removed from the Maltese Commercial Register as a result of a number of irregularities which it had not remedied despite a number of opportunities to clarify its legal position. The respondent pointed out that the company had not only failed to file its annual reports and financial statements, but also to disclose its beneficial ownership in accordance with its obligations under the Companies (Register of Beneficial Owners) Regulations (S.L. 386.19 of the Laws of Malta).

In fact, the defendant argued (interestingly enough) that the company could not be re-registered under Section 325(4) of the Companies Act (as requested by the plaintiffs), but that the company could only be re-registered under Section 9(4) of the Companies (Beneficial Ownership Register) Regulations. since the company had effectively been delisted in accordance with those special provisions. 5. Before the reinstatement of an undertaking, the application shall contain a reference to an authorised service provided as a registered office. To apply for a court order, plaintiffs must complete a court order application form and send the completed form to the nearest court at the head office of the bankrupt corporation. A witness statement containing the information described in section 4 of the Treasury Solicitor`s Guide to Company Restoration and court fees of £280 must also be attached to the application. Administrative recovery consists of asking Companies House to restore the company. You can only apply in this way if the following criteria are met: If the application is accepted, the court issues a reinstatement order for the business. Upon receipt, it must be sent to the Commercial Register, which will then proceed to the restoration of the company at Companies House.

If the Commercial Register publishes a notice in the Gazette that it has removed a company from the Companies House register, the company is no longer a separate legal entity and is therefore deemed to be dissolved. However, there are two procedures for re-registering a dissolved company in the register: administrative recovery and reinstatement by court decision. If the application is granted, the commercial register confirms that the company has been successfully restored and that it is considered to have continued as if it had not been dissolved or deleted. The Margara decision is the second case reported in the Cayman Islands concerning the right of a company to be restored and then liquidated in the Cayman Islands. The case concerned a company removed from the commercial register on 30 December 2011. Margara Shipping Limited (the “Company”) was established solely for the purpose of owning a vessel, the “Margara”. Shipowners Insurance and Guaranty Company Ltd., a company registered in Bermuda, was the creditor (and potential creditor) of the company (the “Plaintiff”). The plaintiff requested the restoration and subsequent liquidation of the company pursuant to Article 159 of the Companies Act and Order 102, Rule 18 of the GCR.

Section 324 of the Companies Act 1993 provides that ownership of a company shall pass to the Crown upon removal of the company from the register. Similar provisions exist in previous company laws and may apply depending on the date on which the company was removed from the commercial register. These guidelines refer only to the most recent Companies Act. On the basis of the above, the Court granted the shareholders` request to re-register the company in the Maltese Commercial Register. If you need help applying for a company`s re-registration or other advice on this matter, please contact Jonathan Masucci or a member of our dispute resolution team. The Margara judgment is a useful reminder of the measures that must be taken if a creditor wishes to invoke section 159 of the Companies Act and order GCR 102 R 18. The application is indeed a two-step procedure aimed at ensuring that the required evidence and legal requirements are necessary not only for the rights restoration aspect of the application (in accordance with Article 159 of the Companies Act), but also for the application for the dissolution of a company (in accordance with Article 94 of the Companies Act). It should be recalled that, although a company must be formally wound up immediately after its reinstatement, it must notify the Registry after the court`s decision that it agrees to provide services at the registered office before the restitutio in integrum takes effect.