Corporations Regulations 2001

CHAPTER 5 - EXTERNAL ADMINISTRATION  

PART 5.3B - RESTRUCTURING OF A COMPANY  

Division 5 - Information, reports, documents etc.  

Subdivision B - Information, reports, documents etc. during restructuring  

REGULATION 5.3B.49   DECLARATION BY DIRECTORS - ELIGIBILITY TO BE UNDER RESTRUCTURING AND OTHER MATTERS  

5.3B.49(1)    
Within 5 business days after the day on which the restructuring of a company begins or such longer period as the company ' s restructuring practitioner allows, the directors of the company must give to the restructuring practitioner a declaration in accordance with this regulation.

Note: Failure to comply with this subregulation is an offence: see subsection 1311(1) of the Act.

5.3B.49(2)    
The declaration must:

(a)    be in the form approved under regulation 5.3B.65 (if any); and

(b)    state whether, in the directors ' opinion, there are reasonable grounds to believe that the company has entered into a transaction that would be voidable under section 588FE of the Act if:

(i) the company were being wound up because the company had resolved by special resolution that it be wound up voluntarily; and

(ii) the resolution had been passed on the day on which the declaration is given; and

(iii) the company were under restructuring immediately before the company passed the resolution; and

(iv) the relation-back day were the day on which the restructuring of the company began;

other than a transaction that would be an unfair preference; and

(c)    state whether, in the directors ' opinion, there are reasonable grounds to believe that the eligibility criteria for restructuring were met in relation to the company at the time the restructuring began, and set out the reasons for that opinion.

Note: A declaration must not be false or misleading in a material particular, or omit anything that would render it misleading in a material respect: see section 1308 of the Act.

5.3B.49(3)    
The declaration must be signed by each director of the company.