Corporations Act 2001
Sections and provisions with full text and the judgments that cite each one.
Section 530A — Officers to help liquidator
(1) As soon as practicable after the Court orders that a company be wound up or appoints a provisional liquidator of a company, or a company resolves that it be wound up, each officer of the company…
Section 530B — Liquidator’s rights to company’s books
(1) A person is not entitled, as against the liquidator of a company: (a) to retain possession of books of the company; or (b) to claim or enforce a lien on such books; but such a lien is not…
Section 530C — Warrant to search for, and seize, company’s property or books
(1) The Court may issue a warrant under subsection (2) if: (a) a company is being wound up or a provisional liquidator of a company is acting; and (b) on application by the liquidator or provisional…
Section 532 — Disqualification of liquidator
(1A) In this section: liquidator includes a provisional liquidator. (1) Subject to this section, a person must not consent to be appointed, and must not act, as liquidator of a company unless he or…
Section 533 — Reports by liquidator
(1) If it appears to the liquidator of a company, in the course of a winding up of the company, that: (a) a past or present officer or employee, or a member or contributory, of the company may have…
Section 534 — Prosecution by liquidator of delinquent officers and members
(1) Where: (a) a report has been lodged under section 533; and (b) it appears to ASIC that the matter is not one in respect of which a prosecution ought to be begun; it must inform the liquidator…
Section 535 — When liquidator has qualified privilege
(1) A liquidator has qualified privilege in respect of a statement that he or she makes, whether orally or in writing, in the course of his or her duties as liquidator. (2) In this section:…
Section 537 — Notice of appointment and address of liquidator
(1A) In this section: liquidator includes a provisional liquidator. (1) A liquidator must, within 14 days after his or her appointment, lodge notice in the prescribed form of his or her appointment…
Section 541 — Notification that company is in liquidation
(1) A company that is being wound up must set out, in every public document, and in every negotiable instrument, of the company, after the name of the company where it first appears, the expression…
Section 543 — Investment of surplus funds on general account
(1) Whenever the cash balance standing to the credit of a company that is in the course of being wound up is in excess of the amount that, in the opinion of the committee of inspection, or, if there…
Section 544 — Unclaimed money to be paid to ASIC
(1) Where a liquidator of a company has in his or her hands or under his or her control: (a) any amount being a dividend or other money that has remained unclaimed for more than 6 months after the…
Section 545 — Expenses of winding up where property insufficient
(1) Subject to this section, a liquidator is not liable to incur any expense in relation to the winding up of a company unless there is sufficient available property. (2) The Court or ASIC may, on…
Section 550 — Deregistration
(1) This section applies if an end of administration return for a company is lodged with ASIC on the basis that the affairs of the company are fully wound up. ASIC must deregister at the end of 3…
Section 553 — Debts or claims that are provable in winding up
(1) Subject to this Division and Division 8, in every winding up, all debts payable by, and all claims against, the company (present or future, certain or contingent, ascertained or sounding only in…
Section 553A — Member cannot prove debt unless contributions paid
A debt owed by a company to a person in the person’s capacity as a member of the company, whether by way of dividends, profits or otherwise, is not admissible to proof against the company unless the…
Section 553AA — Selling shareholder cannot prove debt unless documents given
The selling shareholder in a share buy-back may claim in a winding up of the company but is not entitled to a distribution of money or property unless the shareholder has discharged the shareholder’s…
Section 553AB — Superannuation contribution debts not admissible to proof
Whole of superannuation contribution debt (1) In a winding up, the liquidator must determine that the whole of a debt by way of a superannuation contribution is not admissible to proof against the…
Section 553B — Insolvent companies—penalties and fines not generally provable
(1) Subject to subsection (2), penalties or fines imposed by a court in respect of an offence against a law are not admissible to proof against an insolvent company. (2) An amount payable under a…
Section 553C — Insolvent companies—mutual credit and set-off
(1) Subject to subsection (2), where there have been mutual credits, mutual debts or other mutual dealings between an insolvent company that is being wound up and a person who wants to have a debt or…
Section 553D — Debts or claims may be proved formally or informally
(1) A debt or claim must be proved formally if the liquidator, in accordance with the regulations, requires it to be proved formally. (2) A debt or claim that is not required to be proved formally:…
Section 553E — Application of Bankruptcy Act to winding up of insolvent company
Subject to this Division, in the winding up of an insolvent company the same rules are to prevail and be observed with regard to debts provable as are in force for the time being under the Bankruptcy…
Section 554 — General rule—compute amount as at relevant date
(1) The amount of a debt or claim of a company (including a debt or claim that is for or includes interest) is to be computed for the purposes of the winding up as at the relevant date. (2)…
Section 554A — Determination of value of debts and claims of uncertain value
(1) This section applies where, in the winding up of a company, the liquidator admits a debt or claim that, as at the relevant date, did not bear a certain value. (2) The liquidator must: (a) make an…
Section 554B — Discounting of debts payable after relevant date
The amount of a debt that is admissible to proof but that, as at the relevant date, was not payable by the company until an ascertained or ascertainable date (the future date) after the relevant date…
Section 554C — Conversion into Australian currency of foreign currency debts or claims
(1) This section applies if the amount of a debt or claim admissible to proof against a company would, apart from this section, be an amount of foreign currency. (2) If the company and the creditor…
Section 554D — Application of Subdivision
(1) This Subdivision applies in relation to the proof of a secured debt in the winding up of an insolvent company. (2) For the purposes of the application of this Subdivision in relation to a secured…
Section 554E — Proof of debt by secured creditor
(1) In the winding up of an insolvent company, a secured creditor is not entitled to prove the whole or a part of the secured debt otherwise than in accordance with this section and with any other…
Section 554F — Redemption of security interest by liquidator
(1) This section applies where a secured creditor’s proof of debt is in respect of the balance due after deducting the creditor’s estimate of the value of the security interest. (2) The liquidator…
Section 554G — Amendment of valuation
(1) If a secured creditor’s proof of debt is in respect of the balance due after deducting the creditor’s estimate of the value of the security interest, the creditor may, at any time, apply to the…
Section 554H — Repayment of excess
(1) Where a creditor who has amended a proof of debt under section 554G has received, in the winding up of the debtor company, an amount in excess of the amount to which the creditor would have been…
Section 554J — Subsequent realisation of security interest
Where: (a) a secured creditor’s proof of debt is in respect of the balance due after deducting the creditor’s estimate of the value of the security interest; and (b) subsequently: (i) the creditor…
Section 555 — Debts and claims proved to rank equally except as otherwise provided
Except as otherwise provided by this Act, all debts and claims proved in a winding up rank equally and, if the property of the company is insufficient to meet them in full, they must be paid…
Section 556 — Priority payments
(1) Subject to this Division, in the winding up of a company the following debts and claims must be paid in priority to all other unsecured debts and claims: (a) first, expenses (except deferred…
Section 558 — Debts due to employees
(1) Where a contract of employment with a company being wound up was subsisting immediately before the relevant date, the employee under the contract is, whether or not he or she is a person referred…
Section 559 — Debts of a class to rank equally
The debts of a class referred to in each of the paragraphs of subsection 556(1) rank equally between themselves and must be paid in full, unless the property of the company is insufficient to meet…
Section 560 — Advances for company to make priority payments in relation to employees
If: (a) a payment has been made by a company: (i) on account of wages; or (ii) on account of superannuation contributions (within the meaning of section 556); or (iii) in respect of leave of absence,…
Section 561 — Priority of employees’ claims over circulating security interests
So far as the property of a company available for payment of creditors other than secured creditors is insufficient to meet payment of: (a) any debt referred to in paragraph 556(1)(e), (g) or (h);…
Section 562 — Application of proceeds of contracts of insurance
(1) Where a company is, under a contract of insurance (not being a contract of reinsurance) entered into before the relevant date, insured against liability to third parties, then, if such a…
Section 562A — Application of proceeds of contracts of reinsurance
(1) This section applies where: (a) a company is insured, under a contract of reinsurance entered into before the relevant date, against liability to pay amounts in respect of a relevant contract of…
Section 563 — Provisions relating to injury compensation
(1) Notwithstanding anything in section 556, paragraph 556(1)(f) does not apply in relation to the winding up of a company in any case where: (a) the company is being wound up voluntarily merely for…
Section 563A — Postponing subordinate claims
(1) The payment of a subordinate claim against a company is to be postponed until all other debts payable by, and claims against, the company are satisfied. (2) In this section: claim means a claim…
Section 563AA — Seller under a buy-back agreement
(1) The selling shareholder’s claim under a buy-back agreement is postponed until all debts owed to people otherwise than as members of the company have been satisfied. (2) The shareholder’s claim is…
Section 563AAA — Redemption of debentures
Priorities (1) Debentures of a company under a trust deed that are issued in place of debentures under that deed that have been redeemed have the priority that the redeemed debentures would have had…
Section 563B — Interest on debts and claims from relevant date to date of payment
(1) If, in the winding up of a company, the liquidator pays an amount in respect of an admitted debt or claim, there is also payable to the debtor or claimant, as a debt payable in the winding up,…
Section 563C — Debt subordination
(1) Nothing in this Division renders a debt subordination by a creditor of a company unlawful or unenforceable, except so far as the debt subordination would disadvantage any creditor of the company…
Section 564 — Power of Court to make orders in favour of certain creditors
Where in any winding up: (a) property has been recovered under an indemnity for costs of litigation given by certain creditors, or has been protected or preserved by the payment of money or the…
Section 565 — Undue preference
(1) A settlement, a conveyance or transfer of property, a charge on property, a payment made, or an obligation incurred, before 23 June 1993, by a company that, if it had been made or incurred by a…
Section 566 — Effect of floating charge
A floating charge on the undertaking or property of the company created before 23 June 1993 and within 6 months before the relation-back day is, unless it is proved that the company immediately after…
Section 567 — Liquidator’s right to recover in respect of certain transactions
(1) Where any property, business or undertaking has been acquired by a company for a cash consideration before 23 June 1993 and within 4 years before the relation-back day in relation to a winding up…
Section 568 — Disclaimer by liquidator; application to Court by party to contract
(1) Subject to this section, a liquidator of a company may at any time, on the company’s behalf, by signed writing disclaim property of the company that consists of: (a) land burdened with onerous…