4.1. Meaning of Debt and Liability

4.1.1 In these Rules:

Debt, in relation to the winding up of a Company, means, subject to subrule 4.1.2, any of the following:

• (a) any debt or Liability to which the Company is subject on the day it Goes into Liquidation;
• (b) any debt or Liability to which the Company may become subject after that day because of any obligation incurred on or before that day;
• (c) any interest accrued on any debt mentioned in paragraph (a) or (b) that is provable; but excludes any obligation of the Company under or in relation to Excluded Property.

4.1.2 In working out whether, for any provision of the AIFC Insolvency Regulations or these Rules about the winding up of a Company, any Liability in tort is a debt provable in the winding up, the Company is taken to become subject to that Liability because of an obligation incurred when the cause of action accrued.

4.1.3 For any provision of the AIFC Insolvency Regulations or these Rules about the winding up of a Company, a reference to a Liability is a reference a liability to pay money or money’s worth, including, for example, any liability under any AIFC Regulations or AIFC Rules, any liability for breach of trust, any liability in contract, tort or bailment, and any liability arising out of an obligation to make restitution or as otherwise provided under the AIFC Regulations on Obligations.

4.1.4 In working out whether, for any provision of the AIFC Insolvency Regulations or these Rules about winding up of a Company, an obligation (however described) is a debt or liability, it is immaterial whether is a present or future obligation, whether it is certain or contingent, or whether its amount is fixed or liquidated or is capable of being ascertained by fixed rules or as a matter of opinion.

4.2. Definitions for these Rules

Administration: a Company is in Administration if there is an Administrative Receiver appointed for it.

AFSA Rules means rules adopted by the Board of Directors of the AFSA.

Authorised Market Institution means an Authorised Market Institution under the AIFC Financial Services Framework Regulations.

Authorised Person means an Authorised Person under the AIFC Financial Services Framework Regulations.

Collateral, in relation to a Security Interest, has the meaning given by Schedule 1 (Interpretation) of the AIFC Security Regulations.

Convener, of a meeting, means the Person who calls the meeting.

Creditor Member, of the liquidation committee in the winding up of a Company, means a member of the committee appointed by the creditors or under rule 5.39 (Creditor Member vacancy on liquidation committee).

Debt, in relation to the winding up of a Company, has the meaning given by rule 4.1 (Meaning of Debt and Liability) of this Schedule.

Director, in relation to a Company, means a director of the Company.

Excluded Property, in relation to a Company that is an Investment Intermediary, means:

1. (a) if section 36 (Effect of insufficiency on Account Holders’ rights) of the AIFC Personal Property Regulations applies in relation to the Company—any property to that section applies in relation to the Company; or
2. (b) if any AFSA Rules relating to the holding by Investment Intermediaries of Money belonging to third parties apply in relation to the Company—any Money to which those Rules apply in relation to the Company.

First Meeting of Creditors and First Meeting of Contributories have the meanings respectively given by rule 5.10.4 (First meetings of creditors and contributories).

Future has the meaning given by Schedule 1 (Interpretation) of the AIFC Personal Property Regulations.

Insolvency Proceedings means any proceedings, whether in the Court or otherwise, under the AIFC Insolvency Regulations or these Rules.

Investment has the meaning given by Schedule 1 (Interpretation) of the AIFC Personal Property Regulations.

Investment Account has the meaning given by Schedule 1 (Interpretation) of the AIFC Personal Property Regulations.

Investment Entitlement has the meaning given by Schedule 1 (Interpretation) of the AIFC Personal Property Regulations.

Investment Intermediary has the meaning given by Schedule 1 (Interpretation) of the AIFC Personal Property Regulations.

Liability, in relation to the winding up of a Company, has the meaning given by rule 4.1 (Meaning of Debt and Liability) of this Schedule.

Money includes money, or a money claim (including a claim in relation to a balance credited to an account or arising in connection with a close out Netting Agreement), in any currency.

Netting Agreement has the meaning given by Schedule 1 (Interpretation) of the AIFC Netting Regulations.

Preferential Creditor means a creditor who, under any provision of the Acting Law of the AIFC, is entitled to be paid in priority to ordinary creditors.

Proof and Proving, in relation to the winding up of a Company, have the meanings respectively given by rule 5.16.1 (Proof of Debts in liquidation).

Proxy has the meaning given by rule 8.5.1 (Proxies).

Responsible Insolvency Practitioner, for any Insolvency Proceedings in relation to a Company, means the Insolvency Practitioner who is the Supervisor of an approved Voluntary Arrangement for the Company or the Administrator of the Company.

Secured Party, in relation to a Security Interest, has the meaning given by Schedule 1 (Interpretation) of the AIFC Security Regulations.

Security Interest has the meaning given by Schedule 1 (Interpretation) of the AIFC Security Regulations.

Venue, for a meeting, means the time, date and place of the meeting