Section 321 — Companies Act 1993: Objection to removal from register

321 Objection to removal from register (1) Where a notice is given of an intention to remove a company from the New Zealand register, any person may deliver to the Registrar, not later than the date specified in the notice, an objection to the removal on any one or more of the following grounds: (a) That the company is still carrying on business or there is other reason for it to continue in existence; or (b) That the company is a party to legal proceedings; or (c) That the company is in receivership, or liquidation, or both; or (d) That the person is a creditor, or a shareholder, or a person who has an undischarged claim against the company; or (e) That the person believes that there exists, and intends to pursue, a right of action on behalf of the company under Part 9 of this Act; or (f) That, for any other reason, it would not be just and equitable to remove the company from the New Zealand register. (2) For the purposes of subsection (1)(d) of this section,— (a) A claim by a creditor against a company is not an undischarged claim if— (i) The claim has been paid in full; or (ii) The claim has been paid in part under a compromise entered into under Part 14 of this Act or by being otherwise compounded to the reasonable satisfaction of the creditor; or (iii) The claim has been paid in full or in part by a receiver or a liquidator in the course of a completed receivership or liquidation; or (iv) A receiver or a liquidator has notified the creditor that the assets of the company are not sufficient to enable any payment to be made to the creditor; and (b) A claim by a shareholder or any other person against a company is not an undischarged claim if— (i) Payment has been made to the shareholder or that person in accordance with a right under the company's constitution or this Act to receive or share in the company's surplus assets; or (ii) A receiver or liquidator has notified the shareholder or that person that the company has no surplus assets. (3) An objection to the removal of a company from the New Zealand register cannot be made under this section if the ground for removal is that specified in section 318(1)(f) . Subsection (3) was inserted, as from 15 April 2004, by section 18 Companies Amendment Act (No 2) 2004 (2004 No 24).