Companies Act 1993

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Companies Act 1993

Public Act1993 No 105
Date of assent28 September 1993

Note

This Act is administered in the Ministry of Commerce


Contents

Title

Essential requirements

Method of incorporation

Separate legal personality

Validity of actions

Issue of shares

Distributions to shareholders

Company may acquire its own shares

Treasury stock

Redemption of shares

Assistance by a company in the purchase of its own shares

Cross-holdings

Statement of shareholder rights

Transfer of shares

Share register

Share certificates

Liability of shareholders

Powers of Shareholders

Minority buy-out rights

Interest groups

Meetings of shareholders

Ascertaining shareholders

Powers of management

Directors' duties

Transactions involving self-interest

Appointment and removal of directors

Miscellaneous provisions relating to directors

Injunctions

Derivative actions

Personal actions by shareholders

Ratification

Inspection of records

Authority to bind company

Pre-incorporation contracts

Registered office

Company records

Address for service

Accounting records

Auditors

Disclosure to shareholders

Inspection of company records

Subpart 1Preliminary

[Not in force]

239A Objects of this Part [Not in force]

239L Appointment by Court [Not in force]

239X Effect on directors [Not in force]

239Y Effect on employees [Not in force]

239ACO Execution of deed [Not in force]

239ADC Termination of deed [Not in force]

239ADV Prohibition order [Not in force]

Subpart 19Miscellaneous

[Not in force]

The process of liquidation

Provisions relating to prior execution process

Duties, rights, and powers of liquidators

Qualifications and supervision of liquidators

Company unable to pay its debts

Voidable transactions

Recovery in other cases

Creditors' claims

Liquidation committees

Liquidation surplus account

Transitional provisions

Registration of overseas companies as companies under this Act

Transfer of registration of companies to other jurisdictions


An Act to reform the law relating to companies, and, in particular,—

  • (a) To reaffirm the value of the company as a means of achieving economic and social benefits through the aggregation of capital for productive purposes, the spreading of economic risk, and the taking of business risks; and

  • (b) To provide basic and adaptable requirements for the incorporation, organisation, and operation of companies; and

  • (c) To define the relationships between companies and their directors, shareholders, and creditors; and

  • (d) To encourage efficient and responsible management of companies by allowing directors a wide discretion in matters of business judgment while at the same time providing protection for shareholders and creditors against the abuse of management power; and

  • (e) To provide straightforward and fair procedures for realising and distributing the assets of insolvent companies