Meetings: General Rules

Part 11 – Winding Up

There are fifteen sections in the “meetings” section. The salient points are as follows:

  1. In a Court winding-up, the Court can direct that notice of a meeting may be given by an advertisement, in which the purpose of the meeting need not be stated (Section 689). This is new.
  1. The Court may appoint a given person chairperson of that meeting, and a certified copy of that order is sufficient authority for the person to preside. This is new.
  1. The notice requirements are set out here (Section 691), replacing Order 74 rules 57 and 64 of the Rules of the Superior Courts (“RSC”).
  1. Meetings must be held in a place that is convenient to the majority. This replaces Order 74 rule 59 of the RSC.
  1. The costs of meetings are provided for here (Section 693). If anyone other than the liquidator calls the meeting, that person must pay for it. Those costs may be repaid out of the assets of the company, if either the Court directs, or the creditors or contributories pass a resolution permitting that.
  1. If a liquidator calls a meeting, she will be the chairperson (Section 694). The duties of the chairperson are set out here (Section 700) and failure to observe them leave the chairperson open to a €5,000 fine.
  1. The procedural requirements for passing resolutions is dealt with here (Section 695), replacing Order 74 rule 62 of the RSC.
  1. The liquidator must forward a copy of any resolutions passed at these meetings to the CRO. Failure to do so leaves the liquidator open to a €5,000 fine (new).
  1. The rules for proceedings at meetings are now set out here (Section 697).
  1. Proof of debt must be lodged with the liquidator before a creditor is entitled to vote (Section 698).
  1. The rules in relation to secured creditors (Section 699) and proxies (Section 701) are unchanged.