The Compendium

in order to prove the transaction is antecedent is that it was conducted in a relevant time, counting back from the date of the Liquidation, Administration or Bankruptcy.

With a transaction at an undervalue this period is two years, irrespective if it was in favour of a connected or unconnected person.

With a preference this period is six months if it was transacted in favour of an unconnected person and two years if in favour of a connected person.

(See ‘connected person’.) [See ‘Liquidation’, ‘Administration’, ‘Bankruptcy’, ‘Anterior Period’, ‘Transaction at an Undervalue’, ‘Preference’, ‘Connected Person’ and ‘Associate’.]

Resolutions

There are two types of resolution that are relevant to an understanding of insolvency and restructuring:

1. Board Resolutions: these are proposed and voted upon by directors at board meetings of the company. Examples include, a resolution to request members to wind up a company, or to nominate a Liquidator.
2. Resolutions at a General Meeting of shareholders/members. Examples include, a special resolution to wind up a company voluntarily or compulsorily, and an ordinary resolution to agree the basis of a Liquidator’s remuneration.

[See ‘General Meeting’, ‘Liquidator’, ‘Wind Up’, ‘Special Resolution’ and ‘Ordinary Resolution’.]

Restoration

Restoration is a remedy of the court against those who have, for example, benefited from an antecedent transaction (such as a transaction at an undervalue or a preference).

The remedy is aimed at those who are the recipients or beneficiaries of the transaction.