44. Distribution of Company’s property

Subject to section 97 (Preferences) and section 66 (Preferential debts and ranking of claims), to any Rules mentioned in section 92 (Rules made in relation to these Regulations) and to the application of any other AIFC Regulations or AIFC Rules as described in section 100 (Application of other laws to receivership and winding up), a Company’s property in a Voluntary Winding Up must be applied in satisfaction of the Company’s liabilities other than to its members (as members) and, subject to that application, must (unless the Company’s articles of association otherwise provide) be distributed among the members according to their rights and interests in the Company.

45. Appointment or removal of Liquidator by Court

(1) If, for whatever reason, there is no Liquidator appointed for a Company that is being wound up voluntarily, the Court may appoint a liquidator.

(2) The Court may remove a Liquidator of a Company that is being wound up voluntarily and appoint another.

46. Reference of questions to Court

(1) The Liquidator of a Company, or any creditor, shareholder or other Person liable to contribute to the assets of a Company that is being wound up voluntarily, may apply to the Court to decide any question arising in the winding up, or to exercise, in relation to the enforcing of calls or anything else, all or any of the powers that the Court might exercise if the Company were being wound up by the Court.

(2) The Court may make the orders on the application that it considers just.

47. Expenses of Voluntary Winding Up

All expenses properly incurred in the Voluntary Winding Up of a Company, including the remuneration of the Liquidator, are payable out of the Company’s assets in priority to all other claims.

48. Winding up by Court

The Voluntary Winding Up of a Company does not bar the right of any creditor or other Person to apply to have it wound up by the Court.