Article 108 - Transfer of Cellular Assets from PCC
(1) Subject to the provisions of Article 108(3), the
Cellular Assets attributable to any Cell of a PCC, but not the Non-Cellular Assets of a PCC, may be transferred to another person, wherever resident or incorporated, and whether or not a PCC.
(2) A transfer under Article 108(1) of
Cellular Assets attributable to a Cell of a PCC shall not of itself entitle creditors of that PCC to have recourse to the assets of the person to whom the Cellular Assets were transferred.
(3) No transfer of the
Cellular Assets attributable to a Cell of a PCC may be made except under the authority of, and in accordance with the terms and conditions of, an order of the QFC Civil and Commercial Court under this Article (a " Cell transfer order").
QFC Civil and Commercial Court shall not make a Cell transfer order in relation to a Cell of a PCC unless it is satisfied:
(A) that the creditors of the
PCC entitled to have recourse to the Cellular Assets attributable to the Cell consent to the transfer; or
(B) that those creditors would not be unfairly prejudiced by the transfer.
QFC Civil and Commercial Court, on hearing an application for a Cell transfer order:
(A) may make an interim order or adjourn the hearing, conditionally or unconditionally; or
(B) may dispense with any of the requirements of Article 108(4).
QFC Civil and Commercial Court may attach such conditions as it thinks fit to a Cell transfer order, including conditions as to the discharging of claims of creditors entitled to have recourse to the Cellular Assets attributable to the Cell in relation to which the order is sought.
QFC Civil and Commercial Court may make a Cell transfer order in relation to a Cell of a PCC notwithstanding that:
(A) a liquidator has been appointed to act in respect of the
PCC or the PCC has passed a resolution for voluntary winding up; or
(B) an administration order has been made in respect of the
Cell, the PCC or any other Cell thereof.
(8) Notice of an application to the
QFC Civil and Commercial Court for a Cell transfer order shall be served upon:
(A) any liquidator or administrator of the
PCC or the Cell concerned;
Regulatory Authority; and
(C) such other persons (if any) as the
QFC Civil and Commercial Court may direct.
(9) The provisions of this Article are without prejudice to any power of a
PCC lawfully to make payments or transfers from the Cellular Assets attributable to any Cell of the PCC to a person entitled, in conformity with the provisions of this Part, to have recourse to those Cellular Assets.
(10) For the avoidance of doubt, a
PCC shall not require a Cell transfer order in order to invest, and change investment of, Cellular Assets or otherwise to make payments or transfers from Cellular Assets in the ordinary course of the PCC's Business.
|Amended by QFCA RM2012-1 (as from 11th April 2012)|