to retain control of the business, property and affairs while developing a plan to restructure with the assistance of a small business restructuring practitioner; and

to enter into a restructuring plan with creditors.

begins when a restructuring practitioner for the company is appointed under section 453B; and

ends in the circumstances prescribed by the regulations.

the eligibility criteria for restructuring are met in relation to the company on the day the appointment is made; and

the board has resolved to the effect that:

in the opinion of the directors voting for the resolution, the company is insolvent, or is likely to become insolvent at some future time; and

a restructuring practitioner for the company should be appointed.

the company is already under restructuring; or

the company has made a restructuring plan that has not yet terminated; or

the company is under administration; or

the company has executed a deed of company arrangement that has not yet terminated; or

a person holds an appointment as liquidator, provisional liquidator or administrator of the company.

in a case where the regulations prescribe a test for eligibility based on the liabilities of the company—that test is satisfied; and

no person who:

is a director of the company; or

has been a director of the company within the 12 months immediately preceding that day;

(c) the company has not been under restructuring or been the subject of a simplified liquidation process within a period prescribed by the regulations, unless exempt under regulations made for the purposes of subsection (2).

tests for eligibility based on the liabilities of companies for the purposes of paragraph (1)(a); and

circumstances in which the directors of companies are exempt from the requirement in paragraph (1)(b); and

circumstances in which companies are exempt from the requirement in paragraph (1)(c).

at a particular time, the restructuring practitioner makes a declaration of relevant relationships under subsection (1) or this subsection; and

at a later time:

the declaration has become out-of-date; or

the restructuring practitioner becomes aware of an error in the declaration;

the defendant made reasonable enquiries; and

after making these enquiries, the defendant had no reasonable grounds for believing that the matter should have been included in the declaration.

to provide advice to the company on matters relating to restructuring; and

to assist the company to prepare a restructuring plan; and

to make a declaration to creditors in accordance with the regulations in relation to a restructuring plan proposed to the creditors; and

any other functions given to the restructuring practitioner under this Act.

the functions of the restructuring practitioner for a company under restructuring;

the duties of the restructuring practitioner for a company under restructuring;

the powers of the restructuring practitioner for a company under restructuring;

the rights and liabilities of a person who is or has been the restructuring practitioner for a company arising out of the performance of the functions and duties, and the exercise of the powers, of the person as restructuring practitioner.

attend on the restructuring practitioner; and

give the restructuring practitioner information about the company’s business, property, affairs and financial circumstances; and

allow the restructuring practitioner to inspect and take copies of the company’s books;

if the restructuring practitioner believes on reasonable grounds that:

the company does not meet the eligibility criteria for restructuring; or

it would not be in the interests of the creditors to make a restructuring plan; or

it would be in the interests of the creditors for the restructuring to end; or

it would be in the interests of the creditors for the company to be wound up; or

on any other grounds prescribed by the regulations.

be in writing; and

include all information prescribed by the regulations; and

be given to:

the company; and

as many of the company’s creditors as reasonably practicable.

section 454C, 454D or 454E applies to the enforcement of the security interest; or

section 454K or 454L applies to the enforcement of a right, or the performance or exercise of a function or power, over property to which the security interest relates.

a company is under restructuring; and

the person is a director of the company; and

either:

the company purports to enter into a transaction or dealing affecting the property of the company and the person approves of that action; or

the person purports to enter into a transaction or dealing affecting the property of the company on behalf of the company.

entering into the transaction or dealing was in the ordinary course of the company’s business; or

the restructuring practitioner has consented to the transaction or dealing and, if any conditions are imposed on that consent, those conditions are met; or

the transaction or dealing was entered into under an order of the Court.

by an Australian ADI out of an account kept by the company with the ADI; and

in good faith and in the ordinary course of the ADI’s banking business; and

after the restructuring began and on or before the day on which:

the restructuring practitioner gives to the ADI written notice of the appointment that began the restructuring; or

publishes a notice of the appointment that began the restructuring in accordance with the regulations;

a court finds a person guilty of an offence constituted by a contravention of subsection 453L(1); and

the court is satisfied that the company or another person has suffered loss or damage because of the act or omission constituting the offence;

the restructuring practitioner for a company under restructuring; or

a company under restructuring with the consent of the restructuring practitioner for the company; or

a company under restructuring in compliance with an order of the Court;

both:

the restructuring practitioner gives written consent to the transfer; and

that consent is unconditional; or

all of the following subparagraphs apply:

the restructuring practitioner gives written consent to the transfer;

that consent is subject to one or more specified conditions;

those conditions have been satisfied; or

the Court makes an order under subsection (4) authorising the transfer.

the prospective transferor; or

the prospective transferee; or

a creditor of the company;

the prospective transferor; or

the prospective transferee; or

a creditor of the company;

both:

the restructuring practitioner gives written consent to the alteration; and

that consent is unconditional; or

all of the following subparagraphs apply:

the restructuring practitioner gives written consent to the alteration;

that consent is subject to one or more specified conditions;

those conditions have been satisfied; or

the Court makes an order under subsection (12) authorising the alteration.

a member of the company; or

a creditor of the company;

the alteration is in the best interests of the company’s creditors as a whole; and

the alteration does not contravene Part 2F.2;

a member of the company; or

a creditor of the company;

with the restructuring practitioner’s written consent; or

with the leave of the Court.

with the restructuring practitioner’s written consent; or

with the leave of the Court and in accordance with such terms (if any) as the Court imposes.

a criminal proceeding; or

a prescribed proceeding.

with the leave of the Court; and

in accordance with such terms (if any) as the Court imposes.

a sheriff; or

the registrar or other appropriate officer of the court;

take action to sell property of the company under a process of execution; or

pay to a person (other than the restructuring practitioner):

proceeds of selling property of the company (at any time) under a process of execution; or

money of the company seized (at any time) under a process of execution; or

money paid (at any time) to avoid seizure or sale of property of the company under a process of execution; or

take action in relation to the attachment of a debt due to the company; or

pay to a person (other than the restructuring practitioner) money received because of the attachment of such a debt.

are in the court officer’s possession; or

have been paid into the court and have not since been paid out.

a guarantee of a liability of the company cannot be enforced, as against:

a director of the company who is a natural person; or

a spouse or relative of such a director; and

without limiting paragraph (a), a proceeding in relation to such a guarantee cannot be begun against such a director, spouse or relative;

(a) enforcing as against another person (the guarantor) a guarantee of a liability of a company; or

(b) beginning a proceeding against another person (the guarantor) in relation to such a guarantee;

a civil proceeding against the guarantor had begun under this Act; and

the creditor were the only person of a kind referred to in that section as an aggrieved person.

a company is under restructuring; and

property of the company consists of:

cash in the form of notes or coins; or

a negotiable instrument; or

a security (as defined by subsection 92(1)); or

a derivative (as defined in Chapter 7); and

the property is subject to a possessory security interest; and

the secured party is:

(i) an ADI (within the meaning of the Banking Act 1959); or

the operator of a clearing and settlement facility (within the meaning of section 768A);

the whole, or substantially the whole, of the property of a company under restructuring is subject to a security interest; and

before or during the decision period, the secured party enforced the security interest in relation to all property (including any PPSA retention of title property) of the company subject to the security interest, whether or not the security interest was enforced in the same way in relation to all that property.

a company is under restructuring; and

the same person is the secured party in relation to each of 2 or more security interests in property (including PPSA retention of title property) of the company; and

(c) the property of the company (the secured property) subject to the respective security interests together constitutes the whole, or substantially the whole, of the company’s property; and

before or during the decision period, the secured party enforced the security interests in relation to all the secured property:

whether or not the security interests were enforced in the same way in relation to all the secured property; and

whether or not any of the security interests was enforced in the same way in relation to all the property of the company subject to that security interest; and

in so far as the security interests were enforced in relation to property of the company by a receiver or controller appointed for the purposes of Part 5.2 (whether under an instrument relating to the security interest or a court order)—whether or not the same person was appointed in respect of all of the last-mentioned property.

the secured party;

a receiver or controller appointed for the purposes of Part 5.2 (whether under an instrument relating to the security interest or a court order, and even if appointed after the decision period).

entered into possession, or assumed control, of property of the company; or

entered into an agreement to sell such property; or

made arrangements for such property to be offered for sale by public auction; or

publicly invited tenders for the purchase of such property; or

exercised any other power in relation to such property;

the secured party;

a receiver or controller appointed for the purposes of Part 5.2 (whether under an instrument relating to the security interest or a court order, and even if appointed after the decision period).

for the purpose of enforcing a security interest in property of a company, the secured party, or a receiver or other person, does or proposes to do an act of a kind referred to in a paragraph of subsection 454D(1); and

the company is under restructuring when the secured party, receiver or other person does or proposes to do the act, or the company later begins to be under restructuring;

a company is under restructuring; and

property of the company is subject to a possessory security interest; and

the property is in the possession of the secured party; and

either:

there is no other security interest in the property; or

there are one or more other security interests in the property, but none of the debts secured by those other security interests has a priority that is equal to or higher than the priority of the debt secured by the possessory security interest; and

the secured party sells the property.

if the net proceeds of sale equals the debt secured by the possessory security interest—the secured party is entitled to retain the net proceeds;

if the net proceeds of sale exceeds the debt secured by the possessory security interest—the secured party is entitled to retain so much of the net proceeds as equals the amount of the debt secured by the security interest, but must pay the excess to the restructuring practitioner on behalf of the company;

if the net proceeds of sale fall short of the debt secured by the possessory security interest—the secured party is entitled to retain the net proceeds.

entered into possession, or assumed control, of property used or occupied by, or in the possession of, the company; or

exercised any other power in relation to such property;

for the purpose of enforcing a right of the owner or lessor of property used or occupied by, or in the possession of, a company to take possession of the property or otherwise recover it, a person:

enters into possession, or assumes control, of the property; or

exercises any other power in relation to the property; and

the company is under restructuring when the person does so, or the company later begins to be under restructuring.

the reason that the company has come or is under restructuring; or

the company’s financial position, if the company is under restructuring; or

a reason, prescribed by the regulations for the purposes of this paragraph, that relates to:

the company coming, or possibly coming, under restructuring; or

the company’s financial position;

a reason that, in substance, is contrary to this subsection;

when the restructuring ends;

if one or more orders are made under subsection (3) for the company as the result of an application made before the restructuring ends—when the last made of those orders ceases to be in force;

if the company ceases to be under restructuring because of a resolution or order for the company to be wound up—when the company’s affairs have been fully wound up.

may order an extension of the stay period for the company if the Court is satisfied that the extension is appropriate having regard to the interests of justice; and

before deciding an application for an order under paragraph (a), may grant an interim order, but must not require the applicant to give an undertaking as to damages as a condition for doing so.

is the company’s financial position before the end of the stay period; or

is the company having come or been under restructuring before the end of the stay period; or

is a reason, prescribed by the regulations for the purposes of this paragraph, relating to circumstances in existence during the stay period; or

is a reason referred to in paragraph (1)(c) or (d).

a right under a contract, agreement or arrangement entered into after the company comes under restructuring; or

a right under a contract, agreement or arrangement entered into before 1 July 2018; or

a right contained in a kind of contract, agreement or arrangement:

prescribed by the regulations for the purposes of this subparagraph; or

declared under paragraph (6)(a); or

a right of a kind:

prescribed by the regulations for the purposes of this subparagraph; or

declared under paragraph (6)(b); or

a right of a kind declared under paragraph (6)(c), and the circumstances specified in that declaration exist.

declare kinds of contracts, agreements or arrangements referred to in a specified law of the Commonwealth; or

declare kinds of rights to which subsection (1) does not apply; or

declare kinds of rights to which subsection (1) does not apply in specified circumstances.

the restructuring practitioner for the company; or

if an administrator of the company, or an administrator of a deed of company arrangement executed by the company, is appointed after the restructuring ends—the administrator; or

if a liquidator of the company is appointed after the restructuring ends—the liquidator;

one or more rights of an entity cannot be enforced against a company for a period because of subsection (1); and

the company has a right under a contract, agreement or arrangement against the entity for a new advance of money or credit;

with the leave of the Court; and

in accordance with such terms (if any) as the Court imposes.

the company is under restructuring; and

the Court is satisfied that:

the rights are being exercised; or

the rights are likely to be exercised; or

there is a threat to exercise the rights;

an application for the order is made by the restructuring practitioner for the company.

subsections 454N(2), (3) and (4); and

the interests of justice.

cannot start to apply against a company for certain reasons; and

can be the subject of a Court order providing that the provision can only start to apply against a company with the leave of the Court, and in accordance with such terms (if any) as the Court imposes.

a reference that a right cannot be enforced (however described) as including a reference that a self-executing provision cannot start to apply; and

the words “if the right arises for that reason by express provision (however described) of a contract, agreement or arrangement” as being omitted from subsection 454N(1); and

a reference that one or more rights are enforceable as including a reference that one or more self-executing provisions can start to apply; and

paragraph 454Q(2)(b) as alternatively providing that the Court is satisfied that one or more reasons referred to in paragraphs 454N(1)(a) to (d) can cause the self-executing provisions to start to apply.

for one or more reasons; and

without any party to the contract, agreement or arrangement making a decision that the provision should start to apply.

(a) the Payment Systems and Netting Act 1998;

(b) the International Interests in Mobile Equipment (Cape Town Convention) Act 2013.

proposing a restructuring plan;

the matters that must or may be included in a restructuring plan;

accepting and rejecting a proposal for a restructuring plan;

the circumstances in which a proposal for a restructuring plan lapses;

the consequences of a proposal for a restructuring plan lapsing.

making a restructuring plan;

the consequences of making a restructuring plan;

the variation of a restructuring plan;

the termination of a restructuring plan;

the consequences of a restructuring plan being varied or terminating.

debts and claims that must or may be dealt with in a restructuring plan;

the calculation of the value of those debts and claims under a restructuring plan;

the proof and ranking of those debts and claims under a restructuring plan;

the property of a company that must or may be used in payment of those debts and claims under a restructuring plan;

the payment of those debts and claims under a restructuring plan;

the period within which those debts and claims must be paid under a restructuring plan;

the treatment of those debts and claims under a restructuring plan if the property of the company is not sufficient to satisfy those debts and claims in full;

the nature and duration of any moratorium on the enforcement of debts of and claims against a company that makes a restructuring plan;

the effect of a restructuring plan on rights, obligations and liabilities in relation to debts of and claims against a company.

the identification of contributories of the company;

the rights, obligations and liabilities of contributories of the company in relation to a restructuring plan.

the circumstances in which all or part of a restructuring plan is void;

the consequences if all or part of a restructuring plan is void.

the circumstances in which a restructuring plan is contravened;

the consequences if a restructuring plan is contravened.

the appointment of a restructuring practitioner for a restructuring plan;

the functions of the restructuring practitioner for a restructuring plan;

the duties of the restructuring practitioner for a restructuring plan;

the powers of the restructuring practitioner for a restructuring plan;

the rights, obligations and liabilities of the restructuring practitioner for a restructuring plan arising out of the performance of the functions and duties, and the exercise of the powers, of the restructuring practitioner for the plan.

the person has consented in writing to the appointment; and

as at the time of the appointment, the person has not withdrawn the consent.

the person, or a body corporate in which the person has a substantial holding, is indebted in an amount exceeding $5,000 to the company or to a body corporate related to the company; or

the person is, otherwise than in a capacity as:

administrator or liquidator of the company or a related body corporate; or

administrator of a deed of company arrangement executed by the company or a related body corporate; or

restructuring practitioner for the company or a related body corporate; or

restructuring practitioner for a restructuring plan made by the company or a related body corporate;

the person is a director, secretary, senior manager or employee of the company; or

the person is a director, secretary, senior manager or employee of a body corporate that is a secured party in relation to property of the company; or

the person is an auditor of the company; or

the person is a partner or employee of an auditor of the company; or

the person is a partner, employer or employee of an officer of the company; or

the person is a partner or employee of an employee of an officer of the company.

the body corporate is:

an Australian ADI; or

(ii) a body corporate registered under Life Insurance Act 1995; andsection 21 of the

the debt arose because of a loan that the body corporate or entity made to the person in the ordinary course of its ordinary business; and

the person used the amount of the loan to pay the whole or part of the purchase price of premises that the person uses as their principal place of residence.

the person is or has, within the last 2 years, been a director, secretary, senior manager, employee, auditor or promoter of the company or a related body corporate; and

ASIC has not directed that the person not be taken to be a director, secretary, senior manager, employee or auditor for the purposes of this section.

dies; or

becomes prohibited from acting as restructuring practitioner for the company; or

resigns by notice in writing given to the company;

if the restructuring practitioner was appointed by the Court under Division 90 of Schedule 2 (review of the external administration of a company) or subsection (4) of this section—the Court; or

the company.

give a copy of the declaration under subsection (2) to as many of the company’s creditors as reasonably practicable; and

do so at the same time as notice of the appointment is given under section 457A.

at a particular time, the restructuring practitioner makes a declaration of relevant relationships under subsection (2) or this subsection; and

at a later time:

the declaration has become out-of-date; or

the restructuring practitioner becomes aware of an error in the declaration;

the defendant made reasonable enquiries; and

after making these enquiries, the defendant had no reasonable grounds for believing that the matter should have been included in the declaration.

the rights, obligations and liabilities of a company that is or has been under restructuring in relation to a person who is or has been the restructuring practitioner for the company;

the rights, obligations and liabilities of a company that has at any time made a restructuring plan in relation to a person who is or has been the restructuring practitioner for the restructuring plan;

the rights, obligations and liabilities of the officers and former officers of a company that is or has been under restructuring in relation to a person who is or has been the restructuring practitioner for the company;

the rights, obligations and liabilities of the officers and former officers of a company that has at any time made a restructuring plan in relation to a person who is or has been a restructuring practitioner for the restructuring plan.

a decision to terminate, or not to terminate, the restructuring of a company under section 453J; or

a decision to give, or refuse to give, an approval or consent under this Division.

any debts or liabilities incurred, or damages or losses sustained, in good faith and without negligence, by the restructuring practitioner:

in the performance or purported performance of the restructuring practitioner’s functions or duties; or

in the exercise or purported exercise of the restructuring practitioner’s powers; and

the remuneration to which the restructuring practitioner is entitled under Insolvency Practice Rules made under Subdivision DA of Division 60 of Schedule 2.

all the company’s unsecured debts; and

any debts of the company secured by a PPSA security interest in property of the company if, when the restructuring of the company begins, the security interest is vested in the company because of the operation of any of the following provisions:

(i) Personal Property Securities Act 2009 (property subject to unperfected security interests);section 267 or 267A of the

section 588FL of this Act (collateral not registered within time); and

subject otherwise to this section—debts of the company secured by a circulating security interest in property of the company.

before the beginning of the restructuring, the secured party:

appointed a receiver of property of the company under a power contained in an instrument relating to the security interest; or

obtained an order for the appointment of a receiver of property of the company for the purpose of enforcing the security interest; or

entered into possession, or assumed control, of property of the company for that purpose; or

appointed a person so to enter into possession or assume control (whether as agent for the secured party or for the company); and

the receiver or person is still in office, or the secured party is still in possession or control of the property.

debts of a company under restructuring are secured by a circulating security interest in property of the company; and

during the restructuring, the secured party, consistently with this Part:

appoints a receiver of property of the company under a power contained in an instrument relating to the security interest; or

obtains an order for the appointment of a receiver of property of the company for the purpose of enforcing the security interest; or

enters into possession, or assumes control, of property of the company for that purpose; or

appoints a person so to enter into possession or assume control (whether as agent for the secured party or for the company).

the repayment of money borrowed; or

interest in respect of money borrowed; or

borrowing costs.

a function, duty or power of a restructuring practitioner for the company may be performed or exercised by any one of them, or by any 2 or more of them together, except so far as the instrument appointing them otherwise provides; and

a reference in this Act to a restructuring practitioner, or to the restructuring practitioner, of a company is, in the case of the first-mentioned company, a reference to whichever one or more of those restructuring practitioners the case requires.

a function, duty or power of a restructuring practitioner for the plan may be performed or exercised by any one of them, or by any 2 or more of them together, except so far as the plan, or the instrument appointing them, otherwise provides; and

a reference in this Act to a restructuring practitioner, or to the restructuring practitioner, for a restructuring plan is, in the case of the first-mentioned plan, a reference to whichever one or more of those restructuring practitioners the case requires.

giving information, providing a report or producing a document to the restructuring practitioner for a company or for a restructuring plan; and

giving information, providing a report or producing a document to ASIC in relation to a company under restructuring or a company that has made a restructuring plan; and

giving information, providing a report or producing a document to any other person (including creditors) in relation to a company under restructuring or a company that has made a restructuring plan; and

publishing information, a report or a document in relation to a company under restructuring or that has made a restructuring plan.

the company; or

a creditor of the company; or

the restructuring practitioner for the company or for a restructuring plan for the company; or

ASIC; or

any other interested person.

confer powers on the Court in relation to the restructure of companies or restructuring plans; and

prescribe whether those powers are to be exercised on the initiative of the Court or on the application of one or more persons; and

prescribe persons who may apply to the Court for the exercise of those powers.

to vary or terminate a restructuring plan; and

to declare a restructuring plan void.

for any purpose (for example, the purposes of a law, agreement or instrument) an act must or may be done within a particular period or before a particular time; and

this Part prevents the act from being done within that period or before that time;

that is under restructuring; or

that has made a restructuring plan that has not yet terminated; or

in relation to a company under administration—the period beginning on the day when:

a notice of appointment of the administrator must be given to the secured party under subsection 450A(3)—such notice is so given; or

otherwise—the administration begins;

in relation to a company under restructuring—the period beginning on the day when:

a notice of appointment of the restructuring practitioner must be given to the secured party under the regulations—such notice is so given; or

otherwise—the restructuring begins;

a restructuring practitioner for the corporation; or

a restructuring practitioner for a restructuring plan made by the corporation; or

a restructuring practitioner for the corporation; or

a restructuring practitioner for a restructuring plan made by the corporation; or

in Part 5.3B (restructuring)—has a meaning affected by section 452B; and

a restructuring practitioner for the corporation;

a restructuring practitioner for a restructuring plan made by the corporation;

in relation to a company but not in relation to a restructuring plan:

means a small business restructuring practitioner for the company appointed under Part 5.3B; and

if 2 or more persons are appointed under that Part as small business restructuring practitioners for the company—has a meaning affected by paragraph 456M(2)(b); or

in relation to a restructuring plan:

means a small business restructuring practitioner for the plan appointed under Part 5.3B; and

if 2 or more persons are appointed under that Part as small business restructuring practitioners for the plan—has a meaning affected by paragraph 456N(2)(b).

the body is under restructuring; or

a restructuring plan made by the body has not yet terminated; or

a former restructuring practitioner for the company, or a restructuring plan of the company; or

stating whether any of the following:

the restructuring practitioner;

if the restructuring practitioner’s firm (if any) is a partnership—a partner in that partnership;

if the restructuring practitioner’s firm (if any) is a body corporate—that body corporate or an associate of that body corporate;

the company; or

an associate of the company; or

a former liquidator, or former provisional liquidator, of the company; or

a person who is entitled to enforce a security interest in the whole, or substantially the whole, of the company’s property (including any PPSA retention of title property); and

if so, stating the restructuring practitioner’s reasons for believing that none of the relevant relationships result in the restructuring practitioner having a conflict of interest or duty.

a former restructuring practitioner for the company; or

a former restructuring practitioner for a restructuring plan made by the company; and

the company is under restructuring;

the company has made a restructuring plan that has not yet terminated;

in the case of a company under restructuring—a change of the company’s name took effect during the 6-month period ending immediately before the restructuring began;

in the case of a company that has made a restructuring plan—a change of the company’s name took effect during the 6-month period ending immediately before the beginning of the restructuring that ended when the plan was made;

if subparagraph (1)(b)(iva) applies—the restructuring practitioner for the company; or

if subparagraph (1)(b)(ivb) applies—the restructuring practitioner for the restructuring plan; or

a company under restructuring; or

a company that has made a restructuring plan that has not yet terminated.

the corporation makes a restructuring plan and creditors are not fully paid or are unlikely to be fully paid; or

a specified class of companies subject to restructuring plans.

if the corporation is under restructuring—the corporation with the consent of the restructuring practitioner for the corporation; or

the restructuring practitioner for a restructuring plan made by the corporation; or

one or more restructuring practitioners for restructuring plans;

the person is, otherwise than in a capacity as:

administrator of the company or a related body corporate; or

administrator of a deed of company arrangement executed by the company or a related body corporate; or

restructuring practitioner for the company or a related body corporate; or

restructuring practitioner for a restructuring plan made by the company or a related body corporate; or

liquidator of the company or a related body corporate;

a disposition made in good faith by, or with the consent of, a restructuring practitioner for the company; or

a disposition under a restructuring plan made by the company; or

any report that has been given to the Court by:

the restructuring practitioner, or a former restructuring practitioner, for the company; or

the liquidator, or a former liquidator, of the company; or

ASIC;

any report that has been lodged with ASIC by:

the restructuring practitioner, or a former restructuring practitioner, for the company; or

the liquidator, or a former liquidator, of the company;

the decision of the company’s creditors that the company make a restructuring plan;

any notice that has been given to the restructuring practitioner for the restructuring plan or the company’s creditors in relation to a contravention of the restructuring plan;

whether the restructuring plan is likely to result in the company becoming or remaining insolvent;

any other relevant matters.

if, immediately before the order was made, the company was under restructuring—on the section 513CA day in relation to the restructuring; or

if:

when the order was made, a provisional liquidator of the company was acting; and

immediately before the provisional liquidator was appointed, the company was under restructuring;

if, immediately before the order was made, a restructuring plan had been made by the company and had not yet terminated—on the section 513CA day in relation to the restructuring that ended when the plan was made; or

if, immediately before the resolution was passed, the company was under restructuring—on the section 513CA day in relation to the restructuring; or

if, immediately before the resolution was passed, a restructuring plan had been made by the company but had not yet terminated—on the section 513CA day in relation to the restructuring that ended when the plan was made; or

if, immediately before the administration began, the company was under restructuring—the day on which the restructuring began; or

if, immediately before the administration began, a restructuring plan had been made by the company but had not yet terminated—the day on which the restructuring that ended when the plan was made began; or

both of the following are satisfied:

the circumstances occur at a time when the company is under a deed of company arrangement;

the company is under the deed immediately before the resolution or court order that the company be wound up; or

both of the following are satisfied:

the circumstances occur at a time when the company is under restructuring;

the company is under restructuring immediately before the resolution or court order that the company be wound up; or

both of the following are satisfied:

the circumstances occur at a time when the company is under a restructuring plan;

the company is under the plan immediately before the resolution or court order that the company be wound up.

if it is a debt or claim that is admissible to proof under paragraph (1A)(a)—the date on which the deed terminates; and

if it is a debt or claim that is admissible to proof under paragraph (1A)(b)—the date on which the restructuring ends; and

if it is a debt or claim that is admissible to proof under paragraph (1A)(c)—the date on which the plan terminates.

next:

the debts for which paragraph 443D(a) or (aa) entitles an administrator of the company to be indemnified (even if the administration ended before the relevant date), except expenses covered by paragraph (a) of this subsection and deferred expenses; and

the debts for which paragraph 456J(a) or (b) entitles a restructuring practitioner for the company to be indemnified (even if the restructuring ended before the relevant date), except expenses covered by paragraph (a) of this subsection and deferred expenses;

incurred by the restructuring practitioner for a company; and

relating to a debt or claim admissible to proof under paragraph 553(1A)(b);

incurred by the restructuring practitioner for a restructuring plan; and

relating to a debt or claim admissible to proof under paragraph 553(1A)(c);

in any case—a restructuring practitioner for a restructuring plan made by the company, even if the plan terminated before the winding up began.

the transaction is:

an uncommercial transaction of the company; or

an unfair preference given by the company to a creditor of the company; or

an unfair loan to the company; or

an unreasonable director-related transaction of the company; and

the company was under restructuring immediately before:

the company resolved by special resolution that it be wound up voluntarily; or

the Court ordered that the company be wound up; and

the transaction was entered into, or an act was done for the purpose of giving effect to it, during the period beginning at the start of the relation-back day and ending:

when the company made the special resolution that it be wound up voluntarily; or

when the Court made the order that the company be wound up; and

the transaction, or the act done for the purpose of giving effect to it, was not entered into, or done, in the ordinary course of business or by or with the consent of the restructuring practitioner for the company.

the transaction is:

an uncommercial transaction of the company; or

an unfair preference given by the company to a creditor of the company; or

an unfair loan to the company; or

an unreasonable director-related transaction of the company; and

the company was subject to a restructuring plan immediately before:

the company resolved by special resolution that it be wound up voluntarily; or

the Court ordered that the company be wound up; and

the transaction was entered into, or an act was done for the purpose of giving effect to it, during the period beginning at the start of the relation-back day and ending:

when the company made the special resolution that it be wound up voluntarily; or

when the Court made the order that the company be wound up; and

the transaction, or the act done for the purpose of giving effect to it, was not entered into, or done:

in the ordinary course of business, or by or with the consent of the restructuring practitioner for the company; or

on behalf of the company by or under the authority of the restructuring practitioner for the plan.

by a restructuring practitioner for the company; or

under a restructuring plan made by the company; or

a restructuring practitioner for the company is appointed under section 453B;

a company makes a restructuring plan under Division 3 of Part 5.3B; and

the making of a restructuring plan by the company under Division 3 of Part 5.3B.

if the company is under administration or is subject to a deed of company arrangement—when, on a day, the event occurs by virtue of which the day is the section 513C day for the company; or

if the company is under restructuring or is subject to a restructuring plan—when, on a day, the event occurs by virtue of which the day is the section 513CA day for the company.

under a restructuring plan made by the company; or

during the restructuring of the company; and

in the ordinary course of the company’s business, or with the consent of the restructuring practitioner or by order of the Court.

subsection 438B(1), paragraph 453F(1)(c), section 453G or subsection 477(3) or 530A(1); or

that is or has been under restructuring; or

that has made a restructuring plan, even if the plan has since terminated; or

in relation to a company that is or has been under restructuring—the restructuring practitioner; and

in relation to a company that has made a restructuring plan—the plan’s restructuring practitioner; and

in relation to a company that is or has been under restructuring—the restructuring began;

in relation to a company that has made a restructuring plan—the plan was made;

a restructuring practitioner for a company; or

a restructuring practitioner for a restructuring plan made, or to be made, by a company; or

a restructuring plan made by the company; or

if the corporation is under restructuring—on the section 513CA day in relation to the restructuring; or

if the corporation has made a restructuring plan that has not yet terminated—on the section 513CA day in relation to the restructuring that ended when the plan was made; or

if the corporation is under restructuring—on the section 513CA day in relation to the restructuring; or

if the corporation has made a restructuring plan that has not yet terminated—on the section 513CA day in relation to the restructuring that ended when the plan was made; or

is appointed as the restructuring practitioner for a body corporate under Subdivision B of Division 2 of Part 5.3B; or

that is under restructuring; or

that has made a restructuring plan that has not yet terminated; or

the restructuring practitioner for the company; or

the restructuring practitioner for the restructuring plan; or

restructuring;

restructuring under a restructuring plan;

a provision of the scheme’s constitution, or of another instrument, is void against the liquidator, the administrator of the company or the deed or the restructuring practitioner for the company or the plan, if it purports to deny the company a right to be indemnified out of the scheme property that the company would have had if it were not being wound up, were not under administration, had not executed a deed of company arrangement, were not under restructuring or had not made a restructuring plan; and

a right of the company to be indemnified out of the scheme property may only be exercised by the liquidator, the administrator of the company or the deed or the restructuring practitioner for the company or the plan.

as a restructuring practitioner for a body corporate;

as a restructuring practitioner for a restructuring plan made by a body corporate;

in relation to a company under restructuring—the day worked out under regulations made for the purposes of paragraph 453A(b); and

in relation to a company subject to a restructuring plan—the day the plan is terminated; and

in relation to a company under restructuring—the day a restructuring practitioner for the company is appointed under section 453B; and

in relation to a company that is subject to a restructuring plan—the day the plan is made; and

the company is under restructuring; or

a restructuring plan has been made in relation to the company; or

the restructuring practitioner for the company; or

the restructuring practitioner for a restructuring plan that has been made in relation to the company; or

a restructuring practitioner for a restructuring plan.

a restructuring practitioner for a company; and

a restructuring practitioner for a restructuring plan.

a company under restructuring; or

a company that has made a restructuring plan that has not yet terminated.

there are exceptional circumstances; and

it is in the interests of the creditors to do so.

a company under restructuring; or

a company that has made a restructuring plan that has not yet terminated.

a company under restructuring; or

a company that has made a restructuring plan that has not yet terminated.

a company under restructuring; or

a company that has made a restructuring plan that has not yet terminated.

(a) if, within the meaning of the Corporations Act 2001, the person is a company that is under restructuring or that has made a restructuring plan that has not yet terminated—the restructuring practitioner (within the meaning of that Act) for the company or for the plan; and

otherwise—the person who takes control of the property, part of the property, the business, or part of the business, of the person under the administration.

(d) sections 415D to 415FA, 434J to 434LA, 437D, 440B, 451E to 451GA, 453R, 454N to 454R, 468, 556 and 588FL and Corporations Act 2001; andDivision 2 of Part 5.7B of the

(iiia) a restructuring practitioner for a company or a body corporate is appointed (whether under Corporations Act 2001, under that section as it is applied by force of a law of a State or Territory, or otherwise);section 453B of the

(iiib) a company or a body corporate makes a restructuring plan (whether under Corporations Act 2001, under that Division as it is applied by force of a law of a State or Territory, or otherwise);Division 3 of Part 5.3B of the

(ii) in the case of a company or a body corporate to which subparagraph (a)(ii) or (iii) applies—when, on a day, the event occurs by virtue of which the day is the Corporations Act 2001 (including that Act as it is applied by force of a law of a State or Territory, or otherwise);section 513C day for the company or body, within the meaning of the

(iia) in the case of a company or a body corporate to which subparagraph (a)(iiia) or (iiib) applies—when, on a day, the event occurs by virtue of which the day is the Corporations Act 2001 (including that Act as it is applied by force of a law of a State or Territory, or otherwise);section 513CA day for the company or body, within the meaning of the

the making of a restructuring plan by the company.

the directors caused a small business restructuring practitioner for the company to be appointed under section 453B of that Act;

a small business restructuring practitioner for the company is appointed under section 453B of that Act;

a small business restructuring practitioner for the company is appointed under section 453B of that Act; or

the directors caused a small business restructuring practitioner for the company to be appointed under section 453B of that Act;

beginning on 1 January 2021; and

ending on 31 March 2021.

before the end of the restructuring relief period, the directors of the company:

make a declaration in writing that sets out the matters mentioned in paragraphs (b), (c) and (d) and, if there is a prescribed form for the declaration, is in the prescribed form; and

publish notice of the declaration in the prescribed manner; and

there are reasonable grounds to believe that:

the company is insolvent, or is likely to become insolvent before the declaration under subparagraph (a)(i) expires; and

the eligibility criteria for restructuring would be met in relation to the company if a restructuring practitioner were appointed on the day on which notice of the declaration under subparagraph (a)(i) is published, or on any day afterwards on which the declaration has not expired; and

the board has resolved to the effect that a restructuring practitioner for the company should be appointed; and

there is no:

restructuring practitioner for the company; or

restructuring practitioner for a restructuring plan made by the company that has not yet terminated; or

administrator of the company; or

administrator of a deed of company arrangement executed by the company that has not yet terminated; or

liquidator or provisional liquidator of the company; and

the declaration under subparagraph (a)(i) has not expired; and

the company has not otherwise ceased to be eligible for temporary restructuring relief for any reason; and

the company has not previously been eligible for temporary restructuring relief that has ceased:

because a previous declaration under subparagraph (a)(i) has expired; or

for any other reason.

(a) 3 months after notice of the declaration is first published in the prescribed manner (the initial relief period); or

a further one month after the initial relief period if:

paragraphs (1)(b), (c) and (d) continue to be satisfied in relation to the company; and

the directors of the company have taken all reasonable steps to appoint a restructuring practitioner but have been unable to do so; and

the directors of the company make a further declaration under subsection (3), and publish notice of that declaration in the prescribed manner; and

notice of the further declaration is published no later than 2 weeks before the end of the initial relief period.

state that paragraphs (1)(b), (c) and (d) continue to be satisfied in relation to the company; and

set out:

the steps that the company has taken to appoint a restructuring practitioner; and

the steps that the company intends to take to appoint a restructuring practitioner before the declaration under subparagraph (1)(a)(i) expires, if extended under paragraph (2)(b); and

be in writing; and

if there is a prescribed form for the declaration—be in the prescribed form.

the declaration under subparagraph (1)(a)(i) under which the company was eligible for temporary restructuring relief expires; or

the directors of the company fail to comply with subsection (4); or

a small business restructuring practitioner for the company is appointed under section 453B; or

an administrator of the company is appointed under section 436A, 436B or 436C; or

a liquidator, or provisional liquidator, is appointed to wind up the company; or

the company publishes notice under subsection 458F(1) or (2) that the company is not, or is not to be treated as, eligible for temporary restructuring relief; or

the Court orders under section 458G that the company is not eligible for temporary restructuring relief.

there are not reasonable grounds to believe either or both of the following:

that the company is insolvent, or is likely to become insolvent before the declaration under subparagraph 458E(1)(a)(i) expires;

that the eligibility criteria for restructuring would be met in relation to the company if a restructuring practitioner were appointed on the day on which notice of the declaration under subparagraph 458E(1)(a)(i) is published, or on any day afterwards on which the declaration has not expired; and

one or more of the directors becomes aware of that fact; and

the directors do not, within 5 business days after one or more of the directors becoming aware of that fact:

make a declaration in writing that the company is not eligible for temporary restructuring relief; and

publish notice of the declaration in the prescribed manner; and

give ASIC a copy of the declaration.

make a declaration in writing that the company is not to be treated as eligible for temporary restructuring relief for any other reason; and

publish notice of the declaration in the prescribed manner.

the company is insolvent, or is likely to become insolvent before the declaration under paragraph 458E(1)(a) expires;

the eligibility criteria for restructuring would be met in relation to the company if a restructuring practitioner were appointed on any day after notice of the declaration made under subparagraph 458E(1)(a)(i) is published on which the declaration has not expired;

the company has taken all reasonable steps to appoint a restructuring practitioner;

the company will take all reasonable steps to appoint a restructuring practitioner before the expiry of the declaration made by the company under subsection 458E(1).

on the application of:

a creditor of the company; or

ASIC; or

on the Court’s own initiative.

publish notice of the order in the prescribed manner; and

give ASIC a copy of the order.

the directors of a company have published under subparagraph 458E(1)(a)(ii) notice of a declaration under subparagraph 458E(1)(a)(i) that has not expired; and

the registered liquidator suspects that there are not reasonable grounds to believe either or both of the following:

the company is insolvent, or is likely to become insolvent before the declaration under subparagraph 458E(1)(a)(i) expires;

the eligibility criteria for restructuring would be met in relation to the company if a restructuring practitioner were appointed on the day on which notice of the declaration made under subparagraph 458E(1)(a)(i) is published, or on any day afterwards on which the declaration has not expired; and

the company has not ceased to be eligible for temporary restructuring relief under subsection 458E(5); and

the registered liquidator does not give ASIC notice in writing setting out the registered liquidator’s reasons for forming the suspicion mentioned in paragraph (b) of this section, within 5 business days after first forming the suspicion.

the company is eligible for temporary restructuring relief when the debt is incurred; and

the debt is incurred in the ordinary course of the company’s business; and

the company has taken all reasonable steps to appoint a restructuring practitioner before the debt was incurred.

a special resolution under section 491 that the company be wound up voluntarily is passed;

if section 446A applies in relation to the company because of paragraph 446A(1)(a)—the resolution referred to in that paragraph is passed;

if section 446A applies in relation to the company because of paragraph 446A(1)(b)—the company first contravenes subsection 444B(2);

if section 446A applies in relation to the company because of paragraph 446A(1)(c)—the resolution referred to in subparagraph 446A(1)(c)(ii) is passed;

if section 446AA applies in relation to the company because of paragraph 446AA(1)(a)—the Court makes an order under section 445D terminating a deed of company arrangement in relation to the company;

if section 446AA applies in relation to the company because of paragraph 446AA(1)(b)—the circumstances specified in the deed of company arrangement in which the deed is to terminate and the company is to be wound up first exist;

if regulations made for the purposes of section 446B have the effect that the company is taken to have passed a special resolution under section 491 that the company be wound up voluntarily—that special resolution is taken to have passed, under the regulations;

any other event prescribed by the regulations.

be given within 5 business days after the day of the meeting of the company at which the resolution for voluntary winding up is passed; and

if there is a prescribed form for the declaration—be in the prescribed form; and

if the regulations prescribe information to be included in the declaration—include that information.

more than 20 business days have passed since the day on which the triggering event occurred (see section 489F); or

the liquidator has not given each member and creditor of the company notice in accordance with subsection (3); or

at least 25% in value of the creditors request the liquidator under section 500AB not to follow the simplified liquidation process in relation to the company.

a statement that the liquidator believes on reasonable grounds that the eligibility criteria for the simplified liquidation process will be met in relation to the company when the process is adopted;

an outline of the simplified liquidation process containing the prescribed information (if any);

a statement that the liquidator will not adopt the simplified liquidation process if at least 25% in value of the creditors direct the liquidator in writing not to do so;

prescribed information on how a creditor may give a direction in writing not to adopt the simplified liquidation process.

a triggering event occurs in relation to the company; and

(b) subsection 497(4) (report on company’s business affairs etc.) and have been complied with, or are taken to have been complied with, in relation to the company; andsection 498 (declaration of eligibility for simplified liquidation process)

the company will not be able to pay its debts in full within a period not exceeding 12 months after the day on which the triggering event occurs; and

if the regulations prescribe a test for eligibility based on the liabilities of the company—that test is satisfied on the day on which the triggering event occurs; and

no person who:

is a director of the company; or

has been a director of the company within the 12 months immediately preceding the day on which the triggering event occurs;

the company has not undergone restructuring or been the subject of a simplified liquidation process within a period prescribed by the regulations, unless exempt under regulations made for the purposes of subsection (2) of this section; and

(g) the company has given returns, notices, statements, applications or other documents as required by taxation laws (within the meaning of the Income Tax Assessment Act 1997).

tests for eligibility based on the liabilities of companies for the purposes of paragraph (1)(d); and

circumstances in which the directors of companies are exempt from the requirement in paragraph (1)(e); and

circumstances in which companies are exempt from the requirement in paragraph (1)(f).

if the eligibility criteria for the simplified liquidation process are no longer met in relation to a company; or

in other circumstances prescribed by the regulations.

proofs of debts and claims in relation to a company that has ceased to be subject to the simplified liquidation process; and

ranking debts and claims in relation to a company that has ceased to be subject to the simplified liquidation process; and

the identification of contributories in relation to a company that has ceased to be the subject of the simplified liquidation process; and

the declaration and payment of a dividend in the winding up of a company that has ceased to be the subject of the simplified liquidation process; and

giving information, providing reports and producing documents to ASIC in relation to a company that has ceased to be the subject of the simplified liquidation process.

the value of the creditors at a particular time is to be worked out by reference to the value of the creditors’ claims against the company that are known at that time; and

the regulations may prescribe creditors that are, or are not, to be taken into account.

subsection (2); and

regulations made for the purposes of subsection (3).

section 533;

section 75-10 of Schedule 2 (external administrator may convene meetings);

section 75-15 of Schedule 2 (external administrator must convene meeting in certain circumstances);

section 75-20 of Schedule 2 (external administrator must convene meeting if required by ASIC);

Division 80 of Schedule 2 (committees of inspection);

subsections 90-23(1) to (5) and section 90-24 of Schedule 2 (appointment of reviewing liquidator by ASIC, creditors etc.).

circumstances in which a transaction is not an unfair preference despite section 588FA;

circumstances in which a transaction is not voidable despite section 588FE;

proofs of debts and claims in relation to a company that is subject to the simplified liquidation process, including:

the preparation and content of formal and informal proofs of debts and claims in relation to the company; and

the submission of formal and informal proofs of debts and claims to the liquidator of the company; and

the production of documents and information relating to proofs of debts and claims to the liquidator of the company; and

withdrawal and variation of proofs of debts and claims in relation to the company; and

the admission and rejection of formal and informal proofs of debts and claims in relation to the company;

the identification of contributories in relation to a company that is the subject of the simplified liquidation process;

the declaration and payment of a dividend in the winding up of a company that is the subject of the simplified liquidation process;

giving information, providing reports and producing documents to ASIC in relation to a company that is the subject of the simplified liquidation process.

anything on which there is writing; and

anything on which there are marks, figures, symbols or perforations having a meaning for persons qualified to interpret them; and

anything from which sounds, images or writings can be reproduced with or without the aid of anything else; and

a map, plan, drawing or photograph.

a communication of information in the form of data, text or images by means of guided and/or unguided electromagnetic energy; or

a communication of information in the form of speech by means of guided and/or unguided electromagnetic energy, where the speech is processed at its destination by an automated voice recognition system.

the most recent electronic address nominated by the addressee to the originator of the electronic communication as the electronic address for receiving electronic communications; or

if:

the addressee has nominated an electronic address as mentioned in paragraph (a) and the originator knows, or there are reasonable grounds to believe, that the address is not a current electronic address for the addressee; or

the addressee has not nominated an electronic address as mentioned in paragraph (a);

when the electronic communication leaves an information system under the control of the originator or of the party who sent it on behalf of the originator; or

if the electronic communication has not left an information system under the control of the originator or of the party who sent it on behalf of the originator—when the electronic communication is received by the addressee.

if the addressee is a company or registered scheme and the originator is a member of the company or registered scheme—from the address of the originator as contained on the register of members of the company or registered scheme at the time the communication is sent; and

if the originator has a registered office and paragraph (a) does not apply—from the registered office of the originator; and

otherwise:

from the most recent physical address nominated by the originator to the addressee; or

if the originator has not nominated a physical address as mentioned in subparagraph (i)—from the originator’s usual residential address in Australia.

if the originator is a company or registered scheme and the addressee is a member of the company or registered scheme—at the address of the addressee as contained on the register of members of the company or registered scheme at the time the communication is received; and

if the addressee has a registered office and paragraph (a) does not apply—at the registered office of the addressee; and

otherwise:

at the most recent physical address nominated by the addressee to the originator; or

if the addressee has not nominated a physical address as mentioned in subparagraph (i)—at the addressee’s usual residential address in Australia.

determine a contact address for the group; and

(a) required or permitted to be given to a person (the recipient); or

required to be signed by a person;

this Chapter; or

an instrument made for the purposes of a provision of this Chapter; or

a provision relating to the external administration of a company that:

is a provision of Chapter 10; or

is a provision of an instrument made for the purposes of a provision of Chapter 10; or

is continued in effect by a provision of Chapter 10; or

is a provision of an instrument made for the purposes of a provision that is continued in effect by a provision of Chapter 10; or

Schedule 2; or

an instrument made for the purposes of a provision of Schedule 2.

it is reasonable to expect that the document would be readily accessible so as to be useable for subsequent reference; and

there is a nominated electronic address in relation to the recipient.

the person receives a copy or counterpart of the document:

that is in a physical form; or

by means of an electronic communication; and

the copy or counterpart includes the entire contents of the document; and

the person indicates, by means of an electronic communication, that the person has signed the document; and

a method is used to identify the person and to indicate the person’s intention in respect of the information communicated in the document; and

the method used was either:

as reliable as appropriate for the purpose for which the document was generated or communicated, in light of all the circumstances, including any relevant agreement; or

proven in fact to have fulfilled the functions described in paragraph (d), by itself or together with further evidence.

the signature of another person signing the document; or

any material included in the document to identify another person signing the document or to indicate another person’s intention in respect of the contents of the document.

under this Act, the signature of a person is required on a document; and

the person signs the document in accordance with subsection (5); and

the person submits the document for lodgement;

a meeting of a committee convened under Part 2 of Schedule 2; or

a meeting concerning one or more companies under external administration;

a thing is done in accordance with:

(i) the Corporations (Coronavirus Economic Response) Determination (No. 1) 2020; or

(ii) the Corporations (Coronavirus Economic Response) Determination (No. 3) 2020; and

the thing done would, apart from this item, be invalid or ineffective because it did not satisfy the requirements of this Act.