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AIFC INSOLVENCY REGULATIONS AIFC REGULATIONS No. 14 of 2017 (with amendments as of 6 August 2019, which commence on 7 August 2019) Approval Date: 20 December 2017. Commencement Date: 01 January 2018

PART 1: GENERAL1. Name2. Date of enactment3. Commencement4. Legislative authority5. Application of these Regulations6. Interpretation7. Administration of these RegulationsPART 2: COMPANY VOLUNTARY ARRANGEMENTS8. Company arrangements9. Moratorium10. Calling meetings for Voluntary Arrangement proposal11. Decisions of meetings for Voluntary Arrangement proposal12. Effect of approval of Voluntary Arrangement proposal13. Implementation of approved Voluntary ArrangementPART 3: RECEIVERSHIP14. Appointment and Functions of Receivers and Administrative Receivers15. Notification of appointment of Receiver or Administrative Receiver16. Interaction of Administrative Receivers and Receivers17. No duty to inquire about Administrative Receiver’s powers18. Power of Administrative Receiver to dispose of charged property19. Administrative Receiver: as Company’s agent20. Administrative Receiver: vacation of office21. Report by Administrative Receiver22. Creditors committeePART 4: WINDING UPCHAPTER 1-GENERAL23. Alternative modes of winding up24. Rules about obligations to contribute in winding up25. Powers etc. of LiquidatorsCHAPTER 2-VOLUNTARY WINDING UP26. Circumstances in which Company may be wound up voluntarily27. Notice of Resolution for Voluntary Winding Up28. Commencement of Voluntary Winding Up29. Effect on business and status of Company in Voluntary Winding Up30. Avoidance of share transfers after commencement of Voluntary Winding Up31. Declaration of solvency32. Appointment of Liquidator by Company33. General Company meeting at end of each year34. Final meeting before dissolution35. Effect of Company’s insolvency36. Conversion to Creditors Voluntary Winding UpCHAPTER 3-CREDITORS VOLUNTARY WINDING UP37. Application of Chapter 338. Meeting of creditors39. Appointment of liquidation committee40. Directors’ powers on appointment of Liquidator41. Vacancy in office of Liquidator42. Meetings of Company and creditors at end of each year43. Final meetings before dissolutionCHAPTER 4-PROVISIONS APPLYING TO BOTH KINDS OF VOLUNTARY WINDING UP44. Distribution of Company’s property45. Appointment or removal of Liquidator by Court46. Reference of questions to Court47. Expenses of Voluntary Winding Up48. Winding up by CourtCHAPTER 5-COMPULSORY WINDING UP49. Circumstances in which Company may be wound up by Court50. Definition of Unable to Pay its Debts51. Application for winding up52. Petition for winding up on grounds of interests of AIFC53. Voiding of property dispositions54. Voiding of attachments55. Consequences of winding up order56. Procedures and Functions of Liquidator appointed by Court57. Choice of Liquidator by Court or meetings of creditors and contributories58. Appointment of Provisional Liquidator59. Appointment of liquidation committee60. General Functions of Liquidator in winding up by Court61. Vesting of Company property in Liquidator62. Power to stay winding up63. Power to exclude creditors not proving in time64. Payment of expenses of winding upCHAPTER 6-OTHER WINDING UP PROVISIONS65. Removal of Liquidator66. Preferential debts and ranking of claims67. Power to disclaim onerous property68. Notification that Company is in liquidation etc.69. Reports by Liquidator to Registrar70. Reference of questions to Court71. Dissolution and early dissolutionPART 5: PROTECTION OF ASSETS IN LIQUIDATION72. Fraud in anticipation of winding up73. Transactions in fraud of creditors74. Falsification of Company’s books etc.75. Material omissions from statement relating to Company’s affairs76. False representations to creditors77. Fraudulent trading78. Wrongful trading79. Remedies by Court to protect assets80. Restriction on reuse of Company namesPART 6: RECOGNISED AND FOREIGN COMPANIES81. Proceedings in relation to Foreign Companies82. Application of Part 6 to Recognised Companies83. Winding up of Recognised Companies84. Outstanding property of dissolved etc. Recognised CompanyPART 7: OTHER TYPES OF COMPANY85. Application of these Regulations to other types of CompanyPART 8: APPLICATION OF THESE REGULATIONS TO LIMITED LIABILITY PARTNERSHIPS86. Application to limited liability partnershipsPART 9: INSOLVENCY PRACTITIONERS87. Restrictions on appointment as liquidator, receiver etc.88. Qualification and registration of Insolvency Practitioners and Official Liquidators89. Register of insolvency practitioners and official liquidators90. Obligation of disclosure to Registrar91. Supervision of Insolvency PractitionersPART 10: MISCELLANEOUS92. Rules made in relation to these Regulations93. Getting in Company’s property94. Duty to cooperate with Administrator95. Producing account of dealings with Company etc.96. Transactions at undervalue97. Preferences98. Relevant time under sections 96 and 9799. Invalid security interests100. Application of other laws to receivership and winding up101. Power of Court to declare dissolution of Company voidSCHEDULE 1: ADDITIONAL POWERS OF ADMINISTRATIVE RECEIVERSSCHEDULE 2: POWERS OF LIQUIDATOR IN WINDING UPSCHEDULE 3: INTERPRETATION