Corporations Act 2001
Sections and provisions with full text and the judgments that cite each one.
Section 434B — Court may remove redundant controller
(1) The Court may order that, on and after a specified day, a controller of property of a corporation: (a) cease to act as receiver, or give up possession or control, as the case requires, of…
Section 434C — Effect of sections 434A and 434B
(1) Except as expressly provided in section 434A or 434B, an order under that section does not affect a security interest in property of a corporation. (2) Nothing in section 434A or 434B limits any…
Section 434D — Appointment of 2 or more receivers of property of a corporation
If 2 or more persons have been appointed as receivers of property of a corporation: (a) a function or power of a receiver of property of the corporation may be performed or exercised by any one of…
Section 434E — Appointment of 2 or more receivers and managers of property of a corporation
If 2 or more persons have been appointed as receivers and managers of property of a corporation: (a) a function or power of a receiver and manager of property of the corporation may be performed or…
Section 434F — Appointment of 2 or more controllers of property of a corporation
If 2 or more persons have been appointed as controllers of property of a corporation: (a) a function or power of a controller of property of the corporation may be performed or exercised by any one…
Section 434G — Appointment of 2 or more managing controllers of property of a corporation
If 2 or more persons have been appointed as managing controllers of property of a corporation: (a) a function or power of a managing controller of property of the corporation may be performed or…
Section 434H — Regulations may provide for reporting to ASIC
(1) The regulations may provide for and in relation to the obligations of a controller, or a managing controller, of the property of a corporation: (a) to give information; and (b) to provide…
Section 434J — Stay on enforcing rights merely because of the appointment of a managing controller of a corporation’s property etc.
Stay on enforcing rights (1) A right cannot be enforced against a corporation for: (a) the reason of the appointment or existence of a managing controller of the whole or substantially the whole of…
Section 434K — Lifting the stay
(1) The Court may order that subsection 434J(1) does not apply for one or more rights against a corporation if the Court is satisfied that this is appropriate in the interests of justice. (2) An…
Section 434L — Order for rights to be enforceable only with leave of the Court
Orders (1) The Court may order that one or more rights under a contract, agreement or arrangement are enforceable against a corporation only: (a) with the leave of the Court; and (b) in accordance…
Section 434M — When other laws prevail—certain other Commonwealth Acts
If there is any inconsistency between sections 434J to 434LA and one of the following Acts, that Act prevails to the extent of the inconsistency: (a) the Payment Systems and Netting Act 1998; (b) the…
Section 435A — Object of Part
The object of this Part, and Schedule 2 to the extent that it relates to this Part, is to provide for the business, property and affairs of an insolvent company to be administered in a way that: (a)…
Section 435B — Meaning of property and receiver
In this Part: property of a company includes any PPSA retention of title property of the company. Note: See sections 9 (definition of property) and 51F (PPSA retention of title property). An extended…
Section 435C — When administration begins and ends
(1) The administration of a company: (a) begins when an administrator of the company is appointed under section 436A, 436B or 436C; and (b) ends on the happening of whichever event of a kind referred…
Section 436A — Company may appoint administrator if board thinks it is or will become insolvent
(1) A company may, by writing, appoint an administrator of the company if the board has resolved to the effect that: (a) in the opinion of the directors voting for the resolution, the company is…
Section 436DA — Declarations by administrator—indemnities and relevant relationships
Scope (1) This section applies to an administrator appointed under section 436A, 436B or 436C. Declaration of relationships and indemnities (2) As soon as practicable after being appointed, the…
Section 436B — Liquidator may appoint administrator
(1) A liquidator or provisional liquidator of a company may by writing appoint an administrator of the company if he or she thinks that the company is insolvent, or is likely to become insolvent at…
Section 436C — Secured party may appoint administrator
(1) A person who is entitled to enforce a security interest in the whole, or substantially the whole, of a company’s property may by writing appoint an administrator of the company if the security…
Section 436D — Company already under administration
An administrator cannot be appointed under section 436A, 436B or 436C if the company is already under administration.
Section 436E — Purpose and timing of first meeting of creditors
(1) The administrator of a company under administration must convene a meeting of the company’s creditors in order to determine: (a) whether to appoint a committee of inspection; and (b) if so, who…
Section 437A — Role of administrator
(1) While a company is under administration, the administrator: (a) has control of the company’s business, property and affairs; and (b) may carry on that business and manage that property and those…
Section 437B — Administrator acts as company’s agent
When performing a function, or exercising a power, as administrator of a company under administration, the administrator is taken to be acting as the company’s agent.
Section 437D — Only administrator can deal with company’s property
(1) This section applies where: (a) a company under administration purports to enter into; or (b) a person purports to enter into, on behalf of a company under administration; a transaction or…
Section 437E — Order for compensation where officer involved in void transaction
(1) Where: (a) a court finds a person guilty of an offence constituted by a contravention of subsection 437D(5) (including such an offence that is taken to have been committed because of section 11.2…
Section 437F — Effect of administration on company’s members
Transfer of shares (1) A transfer of shares in a company that is made during the administration of the company is void except if: (a) both: (i) the administrator gives written consent to the…
Section 438A — Administrator to investigate affairs and consider possible courses of action
As soon as practicable after the administration of a company begins, the administrator must: (a) investigate the company’s business, property, affairs and financial circumstances; and (b) form an…
Section 438B — Directors to help administrator
(1) As soon as practicable after the administration of a company begins, each director must: (a) deliver to the administrator all books in the director’s possession that relate to the company, other…
Section 438C — Administrator’s rights to company’s books
(1) A person is not entitled, as against the administrator of a company under administration: (a) to retain possession of books of the company; or (b) to claim or enforce a lien on such books; but…
Section 438D — Reports by administrator
(1) If it appears to the administrator of a company under administration that: (a) a past or present officer or employee, or a member, of the company may have been guilty of an offence in relation to…
Section 439A — Administrator to convene meeting and inform creditors
(1) The administrator of a company under administration must convene a meeting of the company’s creditors within the convening period as fixed by subsection (5) or extended under subsection (6).…
Section 439C — What creditors may decide
At a meeting convened under section 439A, the creditors may resolve: (a) that the company execute a deed of company arrangement specified in the resolution (even if it differs from the proposed deed…
Section 440A — Winding up company
(1) A company under administration cannot be wound up voluntarily, except as provided by section 446A or 446AA. (2) The Court is to adjourn the hearing of an application for an order to wind up a…
Section 440JA — Property subject to a banker’s lien—exemption from this Division
If: (a) a company is under administration; and (b) property of the company consists of: (i) cash in the form of notes or coins; or (ii) a negotiable instrument; or (iii) a security (as defined by…
Section 440B — Restrictions on exercise of third party property rights
General rule (1) During the administration of a company, the restrictions set out in the table at the end of this section apply in relation to the exercise of the rights of a person (the third party)…
Section 440D — Stay of proceedings
(1) During the administration of a company, a proceeding in a court against the company or in relation to any of its property cannot be begun or proceeded with, except: (a) with the administrator’s…
Section 440E — Administrator not liable in damages for refusing consent
A company’s administrator is not liable to an action or other proceeding for damages in respect of a refusal to give an approval or consent for the purposes of this Division.
Section 440F — Suspension of enforcement process
During the administration of a company, no enforcement process in relation to property of the company can be begun or proceeded with, except: (a) with the leave of the Court; and (b) in accordance…
Section 440G — Duties of court officer in relation to property of company
(1) This section applies where an officer of a court (in this section called the court officer), being: (a) a sheriff; or (b) the registrar or other appropriate officer of the court; receives written…
Section 440H — Lis pendens taken to exist
(1) This section has effect only for the purposes of a law about the effect of a lis pendens on purchasers or mortgagees. (2) During the administration of a company, an application to wind up the…
Section 440J — Administration not to trigger liability of director or relative under guarantee of company’s liability
(1) During the administration of a company: (a) a guarantee of a liability of the company cannot be enforced, as against: (i) a director of the company who is a natural person; or (ii) a spouse or…
Section 441 — Application of Division
Except as expressly provided, nothing in this Division limits the generality of anything else in it.
Section 441A — Secured party acts before or during decision period
Scope (1) This section applies if: (a) the whole, or substantially the whole, of the property of a company under administration is subject to a security interest; and (b) before or during the…
Section 441AA — Application of Subdivision—PPSA security interests
This Subdivision only applies in relation to the enforcement of a PPSA security interest if the security interest is perfected, within the meaning of the Personal Property Securities Act 2009, at the…
Section 441EA — Sale of property subject to a possessory security interest
Scope (1) This section applies if: (a) a company is under administration; and (b) property of the company is subject to a possessory security interest; and (c) the property is in the possession of…
Section 441B — Where enforcement of security interest begins before administration
(1) This section applies if, before the beginning of the administration of a company, a secured party, receiver or other person: (a) entered into possession, or assumed control, of property of the…
Section 441EB — Scope of Subdivision
This Subdivision does not apply in relation to the enforcement of a right, or the performance or exercise of a function or power, if the enforcement, performance or exercise is authorised by (or…
Section 441C — Security interest in perishable property
Scope (1) This section applies if perishable property of a company under administration is subject to a security interest. Power of enforcement by secured party, receiver or controller (2) Nothing in…
Section 441D — Court may limit powers of secured party etc. in relation to secured property
(1) This section applies if: (a) for the purpose of enforcing a security interest in property of a company, the secured party, or a receiver or other person, does or proposes to do an act of a kind…
Section 441E — Giving a notice under a security agreement etc.
Nothing in section 198G, 440B or 451E, or in an order under subsection 451G(1), prevents a person from giving a notice under the provisions of an agreement or instrument under which a security…
Section 441F — Where recovery of property begins before administration
(1) This section applies if, before the beginning of the administration of a company, a receiver or other person: (a) entered into possession, or assumed control, of property used or occupied by, or…