The Rules of the Superior Courts (the RSC) have been amended to facilitate the operation of the Companies Act 2014.
The amendments, which come into force on 1 July, 2015, are set out in the Rules of the Superior Courts (Companies Act 2014) 2015.
Some examples of the changes to the RSC are discussed below.
Definition of the “company” and the “Director” (Order 74, Rule 1)
Specific reference has now been made to abbreviating the title of Director of Corporate Enforcement to the "Director" in Order 74 (Rule 1(1)). However, the full title of the Director of Corporate Enforcement appears in certain rules under Order 74 to avoid confusion or to provide clarity.
The definition of a company is slightly different in Order 74B to its definition in the original and amended Order 74.
Order 74 defines “the company" as "the company which is being wound up or in respect of which proceedings to have it wound up have been commenced”. Whereas, the “company” is defined for the purpose of Order 74B as “the company to which any application” [under Order 74B] relates but also includes “a related company of that company".
Interest charged to a liquidator for delay in paying in moneys (Order 74, Rule 67)
This was previously dealt with under Order 74 Rule 117.
Previously, if the liquidator failed to pay moneys received by him into the bank account of the liquidator of the company in accordance with a Court Order, unless the Court directed otherwise, interest “shall be” charged at a rate of 0.5% on the amount retained by him for every seven days during which it was retained contrary to the Court Order and the Court "may", for any such retention, disallow the salary or remuneration of the liquidator or any part thereof.
Now, if the liquidator does not “promptly” pay the moneys received by him into the account of the liquidator in accordance with a Court Order, he shall, unless the Court directs otherwise, be required to pay the interest which would have been received from the financial institution had the moneys been paid promptly into such account. It remains to be seen how the Court will interpret “promptly”.
No reference is made in the new Rule to disallowing (in whole or part) the liquidator's remuneration or salary.
Payment in of moneys to an account of a liquidator (Order 74, Rule 69)
This was previously dealt with under Order 74, Rule 119.
Order 74, Rule 119 provided that where a party was served with an Order for the payment of moneys into an account with a financial institution, to the account of the liquidator of the company, the liquidator was required to serve notice on that party, informing the party how the payment was to be made. This requirement remains under new Order 74, Rule 69.
However, the liquidator was also required, before the time fixed for the payment in of the moneys, to furnish a certificate to the cashier of the bank, which was to be signed by the cashier and delivered to the party paying in the money. This requirement is no longer found in the new Order 74, Rule 69.
“Originating Notice of Motion” (Order 75, Rule 3)
The previous Order 75 dealt with applications to Court which were to be made by way of Petition, for example, to confirm a reduction of capital or to restore a company’s name to the register. Now, certain applications to be made under new Order 75 are by way of an "Originating Notice of Motion" and no reference to Petition or Petitioner is found in the precedent Originating Notice of Motion. The Originating Notice of Motion is to be grounded on Affidavit verifying the accuracy of any factual matter referred to in the Motion.