South Australian Consolidated Acts South Australian Consolidated Acts (1) Subject to the
succeeding provisions of this Part, a registered housing co-operative may be
wound up—
(a)
voluntarily; or
(b) by
the Supreme Court; or
(c) on
the certificate of the Minister.
(2) A registered
housing co-operative is declared to be an applied Corporations legislation
matter for the purposes of Part 3 of the
Corporations (Ancillary Provisions) Act 2001 in relation to Part 5.4 to
5.6 of the Corporations Act 2001 of the Commonwealth, subject to the
following modifications:
(a) the
modifications necessary to give effect to the other provisions of this Part;
(b) such
other modifications (within the meaning of Part 3 of the
Corporations (Ancillary Provisions) Act 2001 as may be prescribed by the
regulations.
(3) The grounds on
which a registered housing co-operative may be wound up by the Supreme Court
are as follows:
(a) that
the co-operative has by a resolution passed in accordance with
subsection (4) resolved that it be wound up by the Supreme Court; or
(b) that
the co-operative is unable to pay its debts; or
(c) that
the Supreme Court is satisfied that it would be in the best interests of
members or creditors of the co-operative if the co-operative were to be wound
up; or
(d) that
the Supreme Court is of the opinion that it is just and equitable that the
co-operative be wound up.
(4) A resolution of a
registered housing co-operative that the co-operative be wound up by the
Supreme Court must be passed by a special resolution of the co-operative or in
such other manner as the rules of the co-operative may provide.
(5) For the purposes
of subsection (3), if—
(a) a
creditor, by assignment or otherwise, to whom a co-operative is indebted in a
sum exceeding the prescribed amount then due has served on the co-operative a
demand, signed by or on behalf of the creditor, requiring the co-operative to
pay the sum so due and the co-operative has, for three weeks after service of
the demand, failed to pay the sum or secure or compound for it to the
reasonable satisfaction of the creditor; or
(b)
execution or other process issued on a judgment, decree or order of any court
in favour of a creditor of a co-operative is returned unsatisfied in whole or
in part; or
(c) the
Supreme Court, after taking into account any contingent and prospective
liabilities of a co-operative, is satisfied that the co-operative is unable to
pay its debts,
the co-operative will be taken to be unable to pay its debts.
(6) The prescribed
amount under subsection (5)(a) is $5 000 or, if some greater amount
is prescribed, that other amount.
(7) Where an
application has been filed with the Supreme Court for the winding up of a
registered housing co-operative on the ground that it is unable to pay its
debts, the co-operative is not, without the permission of the Supreme Court,
entitled to resolve that it be wound up voluntarily.
(8) The grounds on
which the Minister may issue a certificate for the winding up of a registered
housing co-operative are as follows:
(a) that
the Minister has, pursuant to Part 9, determined to initiate steps to wind up
the co-operative; or
(b) that
the registration of the co-operative was obtained by mistake or fraud; or
(c) that
the co-operative has not, within four months of notice being given by the
Minister under section 76, transferred its undertaking to another body
corporate.
(9) For the purposes
of this Act, the winding up of a registered housing co-operative on the
certificate of the Minister commences on application to the Supreme Court by
the Minister and lodgment with the Court of a copy of the certificate and is
to proceed as if the co-operative had by special resolution resolved that it
be wound up by the Supreme Court.
(10) The Supreme Court
may, on an order being made for the winding up of a registered
housing co-operative by the Court (including a winding up on the certificate
of the Minister), if the Minister nominates a person who is not a registered
company liquidator for appointment as the liquidator of the co-operative,
appoint the person so nominated as the liquidator of the co-operative.
(11) The Minister may,
in relation to the voluntary winding up of a registered housing co-operative,
approve the appointment of a person who is not a registered company liquidator
as the liquidator of the co-operative.
(12) The reasonable
costs of a winding up are payable out of the property of the co-operative.