2(1)Except as otherwise provided in subsection (2), this Act applies to all companies heretofore or hereafter incorporated by the Legislature or under the authority of any statute of this Province, and whose incorporation and affairs in the particulars hereinafter mentioned are subject to the legislative authority of this Province.

2(2)This Act does not apply to railway companies nor to any company whose Act of incorporation, or any Act in amendment thereof, contains express provisions for the mode of winding up the company.

6(1)An application for the winding-up of a company shall be by petition to the Court, and shall be verified by affidavit or other sufficient evidence, which petition may be made by or on behalf of any contributory, creditor, member or stockholder or by the Minister.

6(1.1)With leave of the Court, an application under subsection (1) for the winding-up of a company may be made by any other person who, in the discretion of the Court, is an interested person.

6(2)The Minister has the right to intervene in any application under this Act.

7(1)Notice of the petition and of the day on which the petition is to be presented for hearing before the Court shall be served, with a copy of the petition and affidavit of verification, upon the company at least ten days before the presentation, and shall also be given by publishing an advertisement once in The Royal Gazette and inserting an advertisement twice in a newspaper published in the county in which the head office of the company is situated, and where no newspaper is published in such county then in a newspaper published in the Province and having general circulation in such county.

7(2)The Court may, at the hearing of the petition, direct the petition to be stood over, and order such further notice to be given as the Court deems suitable.

7(3)The Court, in its discretion, may proceed upon the production of a copy of The Royal Gazette with the notice published in accordance with subsection (1), if no better service, after due diligence, can in the opinion of the Court be effected within reasonable time.

8(1)At any time after service of notice of the petition on the company, a petitioner may make application ex parte to the Court to appoint an interim curator, and the Court may make the appointment if satisfied that good reason exists for so doing.

8(2)The interim curator may, under the direction of the Court, summarily dispose of any perishable goods and carry on the business of the company for all conservatory purposes.

10(1)The Court shall on the day fixed for the appointment of a liquidator, after hearing any suggestion made by any creditor or contributory or the Minister, but without being bound by any such suggestion, nominate and appoint a liquidator of the company, and in the event of the liquidator neglecting to put in security as hereinafter provided, or refusing to accept the appointment, or afterwards becoming incompetent to perform the duties thereof by reason of death, absence from the jurisdiction, removal by the Court or other cause, another appointment of a liquidator may be made in the same manner as the first appointment.

10(2)Where there is no liquidator in whom the property of the company is vested, the property shall be deemed to be in the custody of the Court.

13(1)The liquidator shall give twelve weeks notice of his appointment, and of the order for winding up, in The Royal Gazette and shall in the notice call upon all persons owing the company to pay up, and all creditors to file with him their claims against the company, verified by oath in the form prescribed by the Lieutenant-Governor in Council, within three months from the first publication of the notice; and the dividends, from time to time to be ordered, shall be paid to those creditors whose accounts have been filed at the time mentioned in the notice; other creditors may file their claims, but are entitled only to the dividends thereafter ordered, unless on the final distribution there are sufficient assets to pay all the liabilities and the expenses of winding up the affairs of the company.

13(2)The Lieutenant-Governor in Council may prescribe the form of oath required under subsection (1).

14(1)After the appointment of the liquidator, no suit or other proceeding against the company shall be proceeded with, unless the Court, on application to that effect by the plaintiff and after notice to the liquidator, authorizes the plaintiff to proceed with the suit, and the order may be subject to such provisions as to future costs as the Court thinks fit to make.

14(2)Upon the appointment of a liquidator, the powers of the directors cease, and no member or officer of the company shall dispose of any of the property or assets of the company, and no subsequent transfer of any share or interest in the company is valid.

18(1)The liquidator shall, as soon as possible without unreasonable sacrifice thereof, convert the movable assets into money, and collect the outstanding debts and unpaid stock subscriptions due to the company, and for that purpose may sue or be sued in his own name as liquidator, and may sell all personal or movable property of the company in the manner he deems most advantageous, and subject to an order of the Court to be obtained in that behalf, may refer debts or claims to arbitration or compound or compromise the same.

18(2)The liquidator shall, when so ordered by the Court, sell the immovable property of the company after the publication, notices, and expiration of time that the Court appoints in the order.

18(3)A sale under subsection (2) has the same effect as if made by the company and conveys the same title as the company could convey, and no other title may be conveyed by any deed signed and sealed by the liquidator or by any vesting order made by the Court.

22(1)The liquidator is an officer of the Court subject to the summary order and rule of the Court as to all matters, things and duties confided to and imposed upon him by this Act and his accounts are subject to contest, the performance of his duties to be enforced, and his acts in his said capacity to be restrained and regulated in every respect on summary application by petition or motion to the Court, and he is liable to attachment or removal by the Court for misconduct, or for want of sufficient security.

22(2)When the bringing or defending of a suit, or the doing of any act in the winding-up of the company is or may be attended with more costs than the liquidator thinks it expedient to lay out or risk, and an application is made to compel him to bring or defend the suit or to do the act, the Court may order the liquidator to bring or defend the suit or to do the act, as the case may be, but on the condition only that the applicant gives good and sufficient security to that liquidator for the payment to him of any costs that may be incurred by him through obedience to the order.