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  • Section 3: Section 3: Appointment by Secured Creditor

    • Article 20 - Appointment by Secured Creditor

      (1) A Secured Creditor may appoint an Administrator of the Company provided:
      A) he has given at least two business days' written notice to the holder or holders of a Security Interest with priority over his own (within the meaning of Part 5 of the QFC Security Regulations); and
      (B) the holder(s) of such Security Interest has consented in writing to the making of the appointment.
      (2) An Administrator appointed under this Article has a duty to act in good faith and to take proper care to act in the best interests of all the creditors of the Company whilst seeking to achieve repayment of the debts owed by the Company to the Secured Creditor.

    • Article 21 - Notice of appointment

      (1) A person who appoints an Administrator of a Company under Article 20 shall file with the QFC Court a notice of appointment.
      (2) The notice of appointment must include a declaration by or on behalf of the person who makes the appointment:
      (A) that the person is a Secured Creditor;
      (B) that the Security Interest relied on in making the appointment is (or was) enforceable on the date of the appointment; and
      (C) that the appointment is in accordance with these Regulations.
      (3) The declaration shall be made not more than five business days before the notice of appointment is filed with the QFC Court.
      (4) The notice of appointment must state the name and address for service of the Administrator and must be accompanied by a statement by the Administrator:
      (A) that he consents to the appointment; and
      (B) that in his opinion one or more of the purposes of administration referred to in Article 7 is likely to be achieved.
      (5) For the purpose of a statement under Article 21(4) an Administrator may rely on information supplied by directors of the Company or the Secured Creditor (unless he has reason to doubt its accuracy).
      (6) A person commits a contravention and is liable to a financial penalty if in a declaration under Article 21(2) he makes a statement:
      (A) which is false; and
      (B) which he does not reasonably believe to be true.
      (7) Three copies of the notice of appointment shall be filed with the QFC Court and shall have applied to them the seal of the QFC Court and be endorsed with the date and time of filing.
      (8) The QFC Court shall issue two of the sealed copies of the notice of appointment to the person making the appointment, who shall as soon as reasonably practicable send one of the sealed copies to the Administrator.
      (9) Where, after receiving notice that an administration application has been made, a Secured Creditor appoints an Administrator in reliance on Article 20, he shall as soon as reasonably practicable send a copy of the notice of appointment to the person making the administration application and to the QFC Court.

    • Article 22 - Appointment out of QFC Court business hours

      (1) A notice of appointment under Article 21 or 25 and a notice of intention to appoint under Article 24 may be filed with the QFC Court, notwithstanding that the QFC Court is not open for public business. When the QFC Court is closed (and only when it is closed) a notice of appointment and a notice of intention to appoint may be filed with the QFC Court by faxing that form in accordance with Article 22(4).
      (2) The notice shall be faxed to a designated telephone number of the QFC Court. The QFC Authority shall publish the telephone number of the relevant fax machine on the QFC website and on request to the QFC Authority, make it available in writing.
      (3) The appointor shall ensure that a fax transmission report detailing the time and date of the fax transmission and containing a copy of the first page (in part or in full) of the document faxed is created by the fax machine that is used to fax the form.
      (4) The appointment shall take effect from the date and time of that fax transmission. The appointor shall notify the Administrator, as soon as reasonably practicable, that the notice has been filed.
      (5) The appointor shall deliver three copies of the notice of appointment that was faxed to the designated telephone number, together with the transmission report showing the date and time that the form was faxed to the designated telephone number to the QFC Court on the next day that the QFC Court is open for business.
      (6) The copies of the notice shall be sealed by the QFC Court and shall be endorsed with the date and time when, according to the appointor's fax transmission report, the notice was faxed and the date when the notice and accompanying documents were delivered to the QFC Court.
      (7) The Administrator's appointment shall cease to have effect if the requirements of Article 22(5) are not completed within the time period indicated and, subject to an order of the QFC Court, the Secured Creditor may be liable for any loss suffered by the Company as a result.
      (8) Where any question arises in respect of the date and time that the notice of appointment was filed with the QFC Court it shall be a presumption capable of rebuttal that the date and time shown on the appointor's fax transmission report is the date and time at which the notice was so filed.
      (9) The QFC Court shall issue two of the sealed copies of the notice of appointment to the person making the appointment, who shall, as soon as reasonably practicable, send one of the copies to the Administrator.