Part 10 — Dissolution Division 1 Cancellation of Incorporation
243 Powers of liquidator
sanction of the Court,
RSA 2000
(a) bring or defend any action or other legal proceeding in the
name and on behalf of the company;
(b) carry on the business of the company, so far as may be
necessary for the beneficial winding-up thereof;
(c) appoint a solicitor to assist the liquidator in the perfor mance
of his or her duties;
(d) employ an agent to do any business that the liquidator is
unable to do himself or herself, but the sanction in this case
must be obtained before the employment, except in cases of
urgency, and in those cases it must be shown that no undue
delay took place in obtaining the sanction;
(e) pay any classes of creditors in full;
(f) make any compromise or arrangement with any creditors or
class of creditors or any persons claiming to be creditors, or
having or alleging themselves to have any claim, present or
future, certain or contingent, ascertained or sounding only in
damages against the company, or whereby the company
may be rendered liable;
(g) make any compromise or ar rangement in respect of calls
and liabilities to calls, debts, and liabilities capable of
resulting in debts, and all claims, present or future, certain
or contingent, ascertained or sounding only in damages,
subsisting or supposed to subsist between the company and
a contributory, or alleged contributory, or other debtor or
person apprehending liability to the company, and in respect
of all questions in any way relating to or affecting the assets
or the winding-up of the company, on the terms agreed, and
take any security for the discharge of any call, debt, liability,
or claim, and give a complete discharge in respect thereof;
(h) sell the real and personal property and choses in action of
the company by public auction or private contract and
transfer the whole thereof to any person or company, or sell
it in parcels;
(i) do all acts, and execute a ll deeds, receipts, and other
documents in the name and on behalf of the company, and
for that purpose use, when necessary, the company's seal;
(j) prove, rank, and claim in t he distribution of the estate of any
contributory for any balance against his or her estate, and
receive dividends in the distribution in respect of that
RSA 2000
balance, as a separate debt due from the estate of the
contributory, and ratably with the other separate creditors;
(k) draw, accept, make and en dorse any bill of exchange or
promissory note in the name and on behalf of the company,
with the same effect with respect to the liability of the
company as if the bill or note had been drawn, accepted,
made, or endorsed by or on behalf of the company in the
course of its business;
(l) raise on the security of th e assets of the company any money
requisite;
(m) take out in the liquidator's official name letters of
administration to any deceased contributory, and do in the
liquidator's official name any other act that is necessary for
obtaining payment of any money due from a contributory or
the contributory's estate and that cannot be conveniently
done in the name of the company, and in all such cases the
money due shall, for the purpose of enabling the liquidator
to take out the letters of administration or recover the
money, be deemed to be due to the liquidator;
(n) do all other things that may be necessary for winding up t he
affairs of the company and distributing its assets.
(2) The Court may provide by any order that the liquidator may
exercise any of the powers set out in subsection (1), without the
further sanction or intervention of the Court.
(3) A compromise or arrangement under subsection (1)(f) or (g)
and affecting all the creditors or a class of creditors is binding on a
company if sanctioned by a special resolution of the company, and
on all the creditors or the class of creditors if acceded to by 75% in
number and value of all the creditors or of the class of creditors.
RSA 1980 cC-20 s243