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Administration Petitions | The Administrator | The Administration | The Effect on Creditors








THE ADMINISTRATOR'S PROPOSALS

The administration order must set out the purpose or purposes for which it was made.

Once the day-to-day running of the company has been established after the granting of the order, the administrator's next priority is to formulate proposals setting out how these purposes will be achieved and to submit those proposals to the company's creditors. That needs to be done within three months or such longer time as the court may allow.

The administrator must send a copy of his proposals to:

  • all known creditors
  • the Registrar of Companies
  • to the shareholders (or advertise, in the Gazette and a newspaper, an address to which they can write to get a copy free of charge

The administrator must call a meeting of the creditors, with at least 14 days' notice. The notice must be sent to the creditors, together with a proxy form, and advertised in the same newspaper in which the appointment was advertised, The meeting must be held within three months of the date of appointment, at a place chosen by the administrator, having regard to the convenience to the creditors and the starting time must be between 10.00 and 16.00 on a business day. In addition to the proposals the following information must be given to the creditors:

  • details to his appointment as administrator, the purposes for which an administration order was applied for and made and any subsequent variation of these purposes
  • an account of the circumstances giving rise to the application for the administration order
  • the names of the directors and secretary of the company;
  • if a statement of affairs has been submitted, a copy or summary of it, with the administrator's comments, if any
  • if no statement of affairs has been submitted, details of the financial position of the company at the last practicable date
  • the manner in which the affairs and business of the company-
    • (i) have since the date of the administrator's appointment been managed and financed
    • (ii) will if the administrator's proposals are approved be managed and financed
  • any other information which the administrator believes is pertinent

The creditors can resolve to approve, amend or reject the proposals but no alterations can be made unless they are agreed by the administrator. A simple majority in value of those present and voting in person or by proxy is required. In order to be entitled to vote a creditor must have given details of his or its debt to the administrator by noon on the business day before the meeting and must have lodged a proxy, if appropriate. If the proposals are approved, either in the original or an amended form, the administrator will proceed to put them into effect, after first notifying the court, the Registrar of Companies and the creditors of the result of the meeting.

If the proposals require substantial revision during the course of the administration, another meeting of creditors must be called and the whole process repeated.

Once the proposals have been approved a creditors' committee may be formed, if desired. This is a committee of composed of representatives of creditors to assist the administrator in discharging his functions. An important duty is to approve the administrator's remuneration.

Within every six months of the date of approval of the proposals, the administrator must send a progress report to the creditors

Completion of the administration

The administration is completed when the proposals have been achieved, or it becomes clear that this is not possible. At this point the administrator reports to the Court seeking his release and the discharge of the administration order.
The administrator has no power to agree the claims of creditors as at the date of the administration order (unless they held security) or to distribute funds. Assuming that the administration generates a surplus when it is completed, this will be distributed through a voluntary arrangement or the company will have to go into liquidation so that a liquidator can agree the claims and distribute the funds. It is common practice for the administrator to petition for a winding-up order to be made by the court immediately the administration order is discharged.