Rescue Administration
Chapter 9
Enforcement
Offence of acting as process adviser when unqualified
558ZP. (1) A person may not act as a process adviser under this Part in respect of an eligible company unless the person is qualified under section 633 for appointment as a liquidator of the eligible company.
(2) A person who contravenes subsection (1) shall be guilty of a category 2 offence.
Offence where director fails to disclose information or misleads process adviser
558ZQ. (1) A director of an eligible company who intentionally—
(a) fails to disclose to the process adviser appointed in respect of the eligible company any relevant information—
(i) that is available to him or her, and
(ii) that he or she has been required to produce by the process adviser,
(b) provides any false or misleading information to the process adviser in respect of the eligible company, or
(c) fails to disclose to the process adviser in respect of the eligible company any information available to him or her that the director knows, or ought to know, is relevant information,
shall be guilty of a category 2 offence.
(2) In subsection (1), ‘relevant information’ means information which is material to the exercise by the process adviser of his or her functions under this Part.
Prosecution of officers and members of company
558ZR. (1) This section applies where a process adviser has been appointed in relation to an eligible company.
(2) If it appears to the process adviser, at any time during the rescue period, that any past or present officer, or any member, of the eligible company has been guilty of any offence in relation to the company, the process adviser shall forthwith report the matter to the Director of Public Prosecutions.
(3) Where the process adviser reports a matter under subsection (2) to the Director of Public Prosecutions, the process adviser shall—
(a) provide to the Director of Public Prosecutions such information, relating to the matter in question, as he or she may require, and
(b) give to him or her such access to, and facilities for, inspecting and taking copies of such documents, being documents in the possession or under the control of the process adviser and relating to the matter in question, as he or she may require.
(4) Where a foregoing report is made by the process adviser, the process adviser shall also report the matter to the Director of Corporate Enforcement.
(5) Where a matter is reported by the process adviser under subsection (4) to the Director of Corporate Enforcement, the process adviser shall—
(a) provide to the Director of Corporate Enforcement such information, relating to the matter in question, as he or she may require, and
(b) give to him or her such access to, and facilities for, inspecting and taking copies of such documents, being documents in the possession or under the control of the process adviser and relating to the matter in question, as he or she may require.
(6) If, where any matter is reported under subsection (2) or (4) to—
(a) the Director of Public Prosecutions, or
(b) the Director of Corporate Enforcement,
and the Director of Public Prosecutions or, as the case may be, the Director of Corporate Enforcement considers that the case is one in which a prosecution ought to be instituted and institutes proceedings accordingly, it shall be the duty of each of the persons mentioned in subsection (7) to give all assistance in connection with the prosecution which he or she is reasonably able to give.
(7) The persons referred to in subsection (6) are the process adviser and—
(a) every officer (past or present) of the eligible company, and
(b) every agent (past or present) of the eligible company,
other than the defendant in the proceedings.
(8) For the purposes of subsection (7), ‘agent’, in relation to the eligible company, includes—
(a) the bankers and solicitors of the eligible company, and
(b) any persons employed by the eligible company as auditors, accountants, book-keepers or taxation advisers, or other persons employed by it in a professional, consultancy or similar capacity, whether those persons are (or were) or are not (or were not) officers of the eligible company.
(9) If any person fails or neglects to give assistance in the manner required by subsection (6), the court may, on the application of the Director of Public Prosecutions or, as the case may be, the Director of Corporate Enforcement, direct that person to comply with the requirements of that subsection.
(10) Where any such application is made in relation to a process adviser, the court may, unless it appears that the failure or neglect to comply was due to the process adviser not having in his or her hands sufficient assets of the eligible company to enable him or her so to do, direct that the costs of the application shall be borne by the process adviser personally.
Chapter 10
Powers of process adviser
Powers of process adviser
558ZS. (1) Any provision of this Act relating to the rights and powers of a statutory auditor of an eligible company and the supplying of information to and co-operation with such auditor shall, with the necessary modifications, apply to a process adviser appointed in respect of the company.
(2) Notwithstanding any provision of this Act relating to notice of general meetings, a process adviser shall have power to convene, set the agenda for, and preside at meetings of the board of directors and general meetings of the eligible company in respect of which he or she is appointed and to propose motions or resolutions and to give reports to such meetings.
(3) A process adviser shall be entitled to reasonable notice of, to attend and be heard at, all meetings of the board of directors of the eligible company and all general meetings of the company in respect of which he or she is appointed.
(4) For the purpose of subsection (3) ‘reasonable notice’ shall be deemed to include a description of the business to be transacted at any such meeting.
(5) A process adviser has the power referred to in subsection (6) where he or she becomes aware of any actual or proposed act, omission, course of conduct, decision or contract by or on behalf of—
(a) the eligible company in respect of which he or she has been appointed,
(b) the eligible company’s officers, employees, members or creditors, or
(c) any other person,
in relation to the income, assets or liabilities of the eligible company which, in the process adviser’s opinion, is or is likely to be to the detriment of the company, or any interested party.
(6) That power of the process adviser is to take whatever steps are necessary, subject to the right of parties acquiring an interest in good faith and for value in such income, assets or liabilities, to halt, prevent or rectify the effects of such act, omission, course of conduct, decision or contract.
Production of documents and evidence
558ZT. (1) It shall be the duty of the officers and agents of an eligible company in respect of which a process adviser has been appointed or of a related company to—
(a) produce to the process adviser all books and documents of, or relating to, any such company which are in their custody or power,
(b) attend before the process adviser when required by the process adviser so to do, and
(c) otherwise give to the process adviser all assistance in connection with the process adviser’s functions which they are reasonably able to give.
(2) If the process adviser considers that a person, other than an officer or agent of any foregoing company, is or may be in possession of any information concerning the company’s affairs, the process adviser may require that person to—
(a) produce to the process adviser any books or documents in his or her custody or power relating to the company,
(b) attend before the process adviser, and
(c) otherwise give to the process adviser all assistance in connection with the process adviser’s functions which that person is reasonably able to give,
and it shall be the duty of that person to comply with the requirement.
(3) If the process adviser has reasonable grounds for believing that a director of any foregoing company maintains or has maintained a bank account of any description, whether alone or jointly with another person and whether in the State or elsewhere, into or out of which there has been paid—
(a) any money which has resulted from or been used in the financing of any transaction, arrangement or agreement particulars of which have not been disclosed in the financial statements of any company for any financial year as required by this Act, or
(b) any money which has been in any way connected with any act or omission, or series of acts or omissions, which, on the part of that director, constituted misconduct (whether fraudulent or not) towards that company or its members,
the process adviser may require the director to produce to the process adviser all documents in the director’s possession, or under his or her control, relating to that bank account and it shall be the duty of the director to comply with the requirement.
(4) In subsection (3)—
‘bank account’ includes an account with any person exempt by virtue of section 7 (4) of the Central Bank Act 1971 from the requirement of holding a licence under section 9 of that Act;
‘director’ means—
(a) any present or past director (including any present or past shadow director), and
(b) any person connected, within the meaning of section 220, with such a director.
(5) A process adviser may examine on oath, either by word of mouth or on written interrogatories, the officers and agents of an eligible company or other person as is mentioned in subsection (1) or (2) in relation to that company’s affairs and may—
(a) administer an oath accordingly, or
(b) reduce the answers of such person to writing and require him or her to sign them.
(6) If any officer or agent of a foregoing company or other such person—
(a) refuses to produce to the process adviser any book or document which it is his or her duty under this section to produce,
(b) refuses to attend before the process adviser when requested by the process adviser to do so, or
(c) refuses to answer any question which is put to him or her by the process adviser with respect to the affairs of the company,
the process adviser may provide a certificate under his or her hand to the relevant court stating that such a refusal has occurred.
(7) On such a certificate being provided to it, the relevant court may enquire into the case and, after hearing any witnesses who may be produced against or on behalf of the officer, agent or other person to whom the certificate relates or any statement which may be offered in defence, make any order or direction it thinks fit.
(8) Without prejudice to the generality of subsection (7), the relevant court may, after a hearing under that subsection, make a direction—
(a) to the person concerned to attend or re-attend before the process adviser or produce particular books or documents or answer particular questions put to him or her by the process adviser, or
(b) that the person concerned need not produce a particular book or document or answer a particular question put to him or her by the process adviser.
(9) Section 795 shall apply for the purposes of this section as it applies for the purposes of Part 13 and, accordingly, for the purpose of this section, references in section 795 to Part 13, or relevant provisions of that Part, shall be read as references to this section.
(10) In this section—
(a) any reference to officers or to agents includes a reference to past, as well as present, officers or agents, as the case may be;
(b) ‘agents’, in relation to a company, includes—
(i) the bankers and solicitors of the company, and
(ii) any persons employed by the company as auditors, accountants, book-keepers or taxation advisers, or other persons employed by it in a professional, consultancy or similar capacity, whether those persons are (or were) or are not (or were not) officers of the company.
No lien over eligible company’s books, records, etc.
558ZU. (1) Without prejudice to subsections (2) and (3), where a process adviser is appointed in respect of an eligible company by virtue of section 558E(2), no person shall be entitled as against the process adviser to—
(a) withhold possession of—
(i) any deed, instrument or other document belonging to the eligible company, or
(ii) any accounting records, receipts, bills, invoices, or other papers of a like nature relating to the accounts or trade, dealings or business of the eligible company,
or
(b) claim any lien on any document or paper referred to in paragraph (a).
(2) Where a mortgage, charge or pledge has been created by the deposit of any such document or paper with a person, the production of the document or paper to the process adviser by the person shall not operate to prejudice the person’s rights under the mortgage, charge or pledge (other than any right to possession of the document or paper).
(3) Where by virtue of this section a process adviser has possession of—
(a) any document or papers of a receiver, or
(b) any documents or papers that a receiver is entitled to examine,
the process adviser shall, unless the relevant court otherwise orders, make the document or papers available for inspection by the receiver at all reasonable times.
Power to deal with charged property etc.
558ZV. (1) Where, on an application by the process adviser appointed in respect of an eligible company, the relevant court is satisfied that—
(a) the disposal (with or without other assets) of any property of the eligible company which is subject to a security which, as created, was a floating charge, or
(b) the exercise by the process adviser of his or her powers in relation to such property,
would be likely to facilitate the survival of the whole or any part of the eligible company as a going concern, the relevant court may by order authorise the process adviser to dispose of the property, or exercise his or her powers in relation to it, as the case may be, as if it were not subject to the security.
(2) Where, on an application by the process adviser appointed in respect of an eligible company, the relevant court is satisfied that the disposal (with or without other assets) of—
(a) any property of the eligible company subject to a security other than a security to which subsection (1) applies, or
(b) any goods in the possession of the eligible company under a hire-purchase agreement,
would be likely to facilitate the survival of the whole or any part of the eligible company as a going concern, the relevant court may by order authorise the process adviser to dispose of the property as if it were not subject to the security or to dispose of the goods as if all rights of the owner under the hire-purchase agreement were vested in the company.
(3) Where property is disposed of under subsection (1), the holder of the security shall have the same priority in respect of any property of the eligible company directly or indirectly representing the property disposed of as he or she would have had in respect of the property subject to the security.
(4) An order under subsection (2) shall include a condition that—
(a) the net proceeds of the disposal of the property or goods concerned, and
(b) where those proceeds are less than such amount as may be determined by the relevant court to be the net amount which would be realised on a sale of the property or goods concerned in the open market by a willing vendor, such sums as may be required to make good the deficiency,
shall be applied towards discharging the sums secured by the security or payable under the hire-purchase agreement.
(5) Where a condition imposed in pursuance of subsection (4) relates to 2 or more securities, that condition operates to require the net proceeds of the disposal and, where paragraph (b) of that subsection applies, the sums mentioned in that paragraph to be applied towards discharging the sums secured by those securities in the order of their priorities.
(6) A certified copy of an order under subsection (1) or (2) in relation to a security shall, within 7 days after the date of the making of the order, be delivered by the process adviser to the Registrar.
(7) If the process adviser, without reasonable excuse, fails to comply with subsection (6), he or she shall be guilty of a category 4 offence.
(8) References in this section to a hire-purchase agreement include references to—
(a) a conditional sale agreement;
(b) a retention of title agreement; and
(c) an agreement for the bailment of goods which is capable of subsisting for more than 3 months.
Resignation of process adviser
558ZW. (1) The process adviser appointed in respect of an eligible company may, by a notice in writing that complies with subsection (3) given to the company and stating his or her intention to do so, resign as process adviser.
(2) The resignation shall take effect on the date on which the notice is so given or on such later date as may be specified in the notice.
(3) A notice under subsection (1) shall contain either—
(a) a statement to the effect that there are no circumstances connected with the resignation to which it relates that the process adviser concerned considers should be brought to the notice of the members or creditors of the eligible company, or
(b) a statement of any such circumstances as are mentioned in paragraph (a).
(4) Where a notice under subsection (1) is given to an eligible company—
(a) the process adviser concerned shall, within 7 days after the date of such service, send a copy of the notice to the Registrar and the office of the relevant court, and
(b) subject to subsection (5), the eligible company shall, if the notice contains a statement referred to in subsection (3)(b), not later than 14 days after the date of such service, send a copy of the notice to every creditor and member in accordance with subsection (5).
(5) Copies of a notice given to an eligible company under subsection (1) need not be given to the members and creditors of the company if, on the application of the company concerned or any other person who claims to be aggrieved, the relevant court is satisfied that the notice contains material which has been included to secure needless publicity for a defamatory matter and orders that that thing need not be done.
(6) The relevant court may order the eligible company’s costs on an application such as is referred to in subsection (5) to be paid in whole or in part by the process adviser concerned notwithstanding that he or she is not a party to the application.
(7) A person who fails to comply with this section shall be guilty of a category 3 offence.
General provisions as to process advisers – resignation, filling of vacancy, etc.
558ZX. (1) Where the person appointed as the process adviser of an eligible company—
(a) dies,
(b) becomes incapable (whether through ill-health or otherwise) of performing the functions of a process adviser in relation to the eligible company,
(c) resigns as process adviser, or
(d) is no longer qualified to perform the functions conferred on a process adviser by this Act,
the directors of the eligible company shall, as soon as practicable after becoming aware of the fact, consider whether to pass a resolution appointing another person as process adviser.
(2) Where the directors of the eligible company pass a resolution appointing a new process adviser, they shall, within 48 hours of the appointment—
(a) deliver notice of the appointment to—
(i) the Registrar, and
(ii) the office of the relevant court,
and
(b) give notice of the appointment to the persons mentioned in subsection (3).
(3) The persons are—
(a) employees of the eligible company,
(b) members of the eligible company,
(c) creditors of the eligible company,
(d) the Revenue Commissioners, and
(e) such other persons as may be prescribed.
(4) A process adviser shall be described by the style of ‘the process adviser’ of the particular eligible company in respect of which he or she is appointed and not by his or her name.
(5) In carrying out the functions conferred on a process adviser under this Part, a process adviser shall be deemed to be an officer of the court.
(6) The acts of a process adviser shall be valid notwithstanding any defects that may afterwards be discovered in his or her appointment or qualification.
(7) A process adviser shall be personally liable on any contract entered into by him or her in the performance of his or her functions (whether such contract is entered into by the process adviser in the name of the eligible company concerned or in his or her own name as process adviser or otherwise) unless the contract provides that he or she is not to be personally liable on such contract.
(8) The process adviser shall, in respect of that personal liability, be entitled to indemnity out of the assets of the eligible company concerned.
(9) Nothing in subsection (7) or (8) shall be taken as limiting any right to indemnity which the process adviser would have apart from either subsection, or as limiting the process adviser’s liability on contracts entered into without authority or as conferring any right to indemnity in respect of that liability.
Chapter 11
Process adviser: remuneration, costs and expenses
Process adviser: remuneration, costs and expenses
558ZY. (1) The relevant court may from time to time make such orders as it thinks proper for payment of the remuneration and costs of, and reasonable expenses properly incurred by, a process adviser.
(2) Unless the relevant court otherwise orders, the remuneration, costs and expenses of a process adviser shall be paid and the process adviser shall be entitled to be indemnified in respect thereof out of the revenue of the business of the eligible company to which he or she has been appointed, or the proceeds of realisation of the assets (including investments).
(3) Subject to subsection (4), the functions of a process adviser may be performed by him or her with the assistance of persons appointed or employed by him or her for that purpose.
(4) A process adviser shall, in so far as is reasonably possible, make use of the services of the staff and facilities of the eligible company to which the process adviser has been appointed to assist the process adviser in the performance of his or her functions.
(5) In considering any matter relating to the costs, expenses and remuneration of a process adviser the relevant court shall have particular regard to subsection (4).
Application to relevant court for review of remuneration etc. of process adviser
558ZZ. (1) This section applies where notice of approval of a rescue plan for an eligible company is filed with the office of the relevant court under section 558Z(6).
(2) Any creditor or member of the eligible company may apply to the relevant court, within 21 days after the date on which the notice of approval is filed, to review the remuneration, costs and expenses, claimed by a process adviser under this Part.
(3) Notice of objection shall be sent in the prescribed form to—
(a) the process adviser, and
(b) the office of the relevant court.
(4) Where no application is filed under subsection (2) within 21 days of the notice of approval under section 558ZB(1), the remuneration, costs and expenses of the process adviser shall be deemed to be fixed in the amount set out in the process adviser’s report.
(5) An application under subsection (2) shall be heard after the hearing of any objection under section 558ZD.
(6) On the making of an application under subsection (2), the relevant court may, as it thinks fit—
(a) confirm the amount stated in the process adviser’s report under section 558ZA, or
(b) subject to any order made by virtue of section 558ZY(1), alter that amount and make any consequential modifications to the rescue plan.
(7) If, on an application under subsection (2)—
(a) the relevant court does not reduce the process adviser’s remuneration, costs and expenses, the applicant shall bear the costs, fees and expenses of the application, or
(b) the relevant court does reduce the process adviser’s remuneration, costs and expenses, the court may make such order as it deems fit as to the costs, fees and expenses of the application.
(8) In deciding on the merits of an application under subsection (2), the relevant court shall have regard to all the circumstances, including in particular—
(a) whether the process adviser had proper regard to section 558ZY(4),
(b) the time properly required to be given by the process adviser and by his or her assistants during the rescue period,
(c) the complexity (or otherwise) of the case,
(d) the effectiveness with which the process adviser appears to have carried out his or her duties, and
(e) the value and nature of the property with which the process adviser has to deal.
(9) Where the relevant court dismisses an application under subsection (2) or approves a modified rescue plan following an alteration under subsection (6)(b), the rescue plan shall be binding on all the members or class or classes of members, as the case may be, affected by the rescue plan and also on the eligible company.
(10) Where the relevant court dismisses an application under subsection (2) or approves a modified rescue plan following an alteration under subsection (6)(b), the rescue plan shall, notwithstanding any other enactment, be binding on all the creditors or the class or classes of creditors, as the case may be, affected by the rescue plan in respect of any claim or claims against the eligible company and any person other than the company who, under any enactment, rule of law or otherwise, is liable for all or any part of the debts of the company.
Incurring of certain liabilities by process adviser
558ZAA. (1) Any liabilities incurred by an eligible company during the rescue period which are specified in subsection (2) shall be treated as expenses properly incurred, for the purpose of section 558ZAB, by the process adviser.
(2) The liabilities referred to in subsection (1) are those certified in writing by the process adviser, at the time they are incurred, to have been incurred in circumstances where, in the opinion of the process adviser, the survival of the eligible company as a going concern during the rescue period would otherwise be seriously prejudiced.
Priority
558ZAB. (1) The remuneration, costs and expenses of a process adviser which have been confirmed under section 558ZZ(4) or (6) (other than expenses referred to in subsection (2)) shall be paid in full and shall be paid before any other claim, secured or unsecured, under any rescue plan or in any receivership or winding up of the eligible company to which he or she has been appointed.
(2) Liabilities incurred by the eligible company to which a process adviser has been appointed that, by virtue of section 558ZAA, are treated as expenses properly incurred by the process adviser shall be paid in full and shall be paid before any other claim (including a claim secured by a floating charge), but after any claim secured by a mortgage, charge, lien or other encumbrance of a fixed nature or a pledge, under any rescue plan or in any receivership or winding up of the company.
(3) In subsections (1) and (2), references to a claim shall be deemed to include references to any payment in a winding up of the eligible company in respect of the costs, charges and expenses of that winding up (including the remuneration of any liquidator).
Chapter 12
General
Effect on certain sections where application to relevant court
558ZAC. (1) The time limits specified in the provisions mentioned in subsection (2) are suspended for the period during which any proceedings under this Part are being considered by the relevant court.
(2) The provisions referred to in subsection (1) are—
(a) section 558L(2),
(b) section 558T(4),
(c) section 558ZA(2), and
(d) section 558ZA(4).
Power to apply to relevant court for determination of questions or concerning exercise of powers
558ZAD. (1) Each of the following:
(a) the process adviser appointed in respect of an eligible company;
(b) the directors of an eligible company;
(c) the Director,
may apply to the relevant court to determine any question arising during the rescue period (including any question in relation to any exercise or proposed exercise of any of the powers of the process adviser).
(2) The relevant court, if satisfied that the determination of the question will be just and equitable, may accede wholly or partially to such an application on such terms and conditions as it thinks fit or may make such other order on the application as it thinks just.
Hearing of proceedings other than in public
558ZAE. Without prejudice to the relevant court’s own discretion, the whole or part of any proceedings under this Part may be heard otherwise than in public if the relevant court, in the interests of justice, considers that the interests of the eligible company concerned or of its creditors as a whole so require.
High Court’s power to remit proceedings to Circuit Court
558ZAF. (1) This section applies where the process adviser determines under section 558H that any proceedings under this Part relating to an eligible company shall be brought in the High Court.
(2) In any proceedings under this Part relating to the eligible company, the High Court may, where it considers that it would be reasonable for the proceedings to be dealt with in the Circuit Court, remit the proceedings to the Circuit Court.
(3) Where the High Court is minded to remit proceedings under subsection (2), it may elect to deal with the application immediately before it where it considers that it would be more efficient for it to do so.
(4) Notwithstanding subsection (3), the High Court may take into account whether it was reasonable for any proceedings under this Part to be brought in that court in making a costs order in relation to the proceedings concerned.
(5) In deciding for the purposes of subsection (2) whether it would be reasonable for proceedings to be brought in the Circuit Court, the High Court shall have regard to all the circumstances, including in particular the need to minimise costs and promote efficiency.
Representation of bodies corporate at meetings held under this Part
558ZAG. For the avoidance of doubt, section 185 applies to any meeting of an eligible company held during the rescue period.
Retention of records
558ZAH. Where a process adviser is appointed in respect of an eligible company, the process adviser shall retain records in such form or manner as may be prescribed for a period of not less than 6 years after the completion of the activity to which the record relates.
Service of notices
558ZAI. (1) This section applies where the process adviser is required or authorised by any provision of this Part to give a person a notice or other document.
(2) Where the person has provided the process adviser with an email address under section 558I, notice shall be given by electronic means to that email address.
(3) Where—
(a) the person has not provided the process adviser with an email address under section 558I, or
(b) the process adviser gives notice by electronic means to an email address provided by the person under that section but receives in response a failed delivery notification,
notice shall be given in accordance with subsection (4).
(4) Notice is given in accordance with this subsection if it is sent by post in a prepaid letter to—
(a) in the case of an individual—
(i) the address at which the individual ordinarily resides, or
(ii) any other address provided by the individual for the purposes of this section,
(b) in the case of a company, its registered office, or
(c) in the case of any other body corporate or unincorporated body, its principal office or place of business.
Regulations to remove difficulties
558ZAJ. (1) If, in any respect, any difficulty arises in bringing any provision of this Part into operation or in relation to the operation of any such provision, the Minister may by regulations do anything which appears to him or her to be necessary or expedient for removing that difficulty, for bringing that provision into operation or for securing or facilitating its operation.
(2) A regulation made under subsection (1) may modify any provision of this Part which makes provision for, or in connection with, any administrative or procedural matter (including, in particular, the length of any period of time within which notice requires to be given under this Part) so far as may be necessary or expedient for carrying such provision into effect for the purposes aforesaid, but no regulations shall be made under this section in relation to any provision of this Part after the expiration of 2 years commencing on the day on which the provision came into operation.
(3) Where regulations are proposed to be made under this section, a draft of the regulations shall be laid before each House of the Oireachtas and the regulations shall not be made until a resolution approving the draft has been passed by each such House.”.
PART 3
Miscellaneous Amendments of Companies Act 2014
Amendment of section 2 of Principal Act
4. Section 2 of the Principal Act is amended, in subsection (1), by the insertion of the following definition:
“ ‘process adviser’ has the meaning assigned to it by section 558A;”.
Amendment of section 511 of Principal Act
5. Section 511 of the Principal Act is amended, in subsection (3)(d), by the substitution of “dissipation” for “disappearance”.
Amendment of section 587 of Principal Act
6. Section 587 of the Principal Act is amended by the insertion of the following paragraph after paragraph (aa):
“(ab) inform the creditors of the company of their power to appoint a committee of inspection under section 667,”.
Amendment of section 610 of Principal Act
7. Section 610 of the Principal Act is amended—
(a) in subsection (1)—
(i) by the insertion of “, or in the course of a rescue period under Part 10A in respect of an eligible company,” after “company”, where it secondly occurs, and
(ii) by the substitution of “liquidator, examiner or process adviser of the company” for “liquidator or examiner of the company”,
and
(b) by the insertion of the following subsections after subsection (8):
“(9) In assessing any application under this section, the court may take into account whether section 558S(5) applies to a director of a company.
(10) In this section, ‘eligible company’, ‘process adviser’ and ‘rescue period’ have the meanings assigned to them by section 558A.”.
Amendment of section 627 of Principal Act
8. Section 627 of the Principal Act is amended in the Table to the section—
(a) in paragraph 1(a), by the insertion of “(including proceedings before the Workplace Relations Commission and the Labour Court)” after “proceeding”, and
(b) in paragraph 1(b), by the insertion of “(including proceedings before the Workplace Relations Commission and the Labour Court)” after “proceeding”.
Amendment of section 666 of Principal Act
9. Section 666 of the Principal Act is amended—
(a) by the substitution of the following subsection for subsection (1):
“(1) (a) When a winding-up order has been made by the court, the liquidator shall inform the creditors of the company of their power to appoint a committee of inspection under this section.
(b) When a winding-up order has been made by the court, the liquidator may and, if directed to do so by a creditor or creditors representing not less than one-tenth in value of the creditors of the company shall, summon a meeting of the creditors of the company for the purpose of determining—
(i) whether or not a committee of inspection is to be appointed, and
(ii) who are to be the members of the committee if so appointed.”,
(b) in subsection (2), by the substitution of “Subject to subsection (2A), at a meeting” for “At a meeting”,
(c) by the insertion of the following subsection after subsection (2):
“(2A) Where the employees of the company elect or appoint one of their number as an employees’ representative for the purpose of serving on any committee of inspection referred to in subsection (2), the person so elected or appointed shall be one of the persons appointed under that subsection.”,
and
(d) by the insertion of the following subsection after subsection (6):
“(7) If a liquidator, without reasonable excuse, fails to comply with subsection (1)(a), he or she shall be guilty of a category 4 offence.”.
Amendment of section 667 of Principal Act
10. Section 667 of the Principal Act is amended—
(a) in subsection (1), by the substitution of “Subject to subsection (1A), the creditors” for “The creditors”, and
(b) by the insertion of the following subsection after subsection (1):
“(1A) Where the employees of the company elect or appoint one of their number as an employees’ representative for the purpose of serving on any committee of inspection as mentioned in subsection (1), the person so elected or appointed shall be one of the persons appointed under that subsection.”.
Amendment of section 668 of Principal Act
11. Section 668 of the Principal Act is amended—
(a) in subsection (6) by the insertion of “, subject to subsection (6A),” after “office or”, and
(b) by the insertion of the following subsection after subsection (6):
“(6A) Where—
(a) the person who vacated office had been appointed by virtue of section 666(2A) or 667(1A), and
(b) the employees of the company elect or appoint another of their number under section 666(2A) or, as the case may be, section 667(1A),
the person so elected or appointed shall, subject to subsection (7), be appointed to fill the vacancy.”.
Amendment of section 690A of Principal Act
12. Section 690A of the Principal Act is amended in subsection (11), in the definition of “creditors’ meeting”, by the insertion of the following paragraph after paragraph (f):
“(fa) section 558T;”.