Laws
Insolvency Act
Chapter VI
s 134

In force2022 Revised EditionCurrent version · 2022 Revised EditionSee versions on Attorney General's Chambers(opens the publisher’s site)

Contents

Insolvency Act

Find in this Act

Preliminary

1Citation
2Act binds Government
3Interpretation
4Go into liquidation
5Connected with company
6Associate
7Member of company

Part 2

8Proposal for voluntary arrangement
9Moratorium
10Procedure where nominee is not liquidator or judicial manager
11Summoning of meetings
12Decisions of meetings
13Approval of arrangement
14Effect of approval
15Challenge of decisions
16False representations etc.
17Implementation of proposal
18Prosecution of delinquent officers of company
19Arrangements coming to end prematurely

Part 3

20Disqualification for appointment as receiver
21Notification of appointment of receiver or manager
22Appointment of liquidator as receiver
23Statement that receiver or manager appointed
24Provisions as to information where receiver or manager appointed
25Special provisions as to statement submitted to receiver or manager
26Power of Court to fix remuneration of receivers or managers
27Lodging of accounts of receivers and managers
28Application for directions
29Liability of receiver or manager
30Payments of certain debts out of assets subject to floating charge in priority to claims under charge
31Enforcement of duty of receiver or manager to make returns

Judicial Management

32Application to Court for company to be placed under judicial management and for appointment of judicial manager
33Power of Minister to present judicial management petition
34Effect of application for judicial management order
35Effect of judicial management order
36Notification of judicial management order
37Vacancy in appointment of judicial manager
38Powers and duties of judicial manager
39Power to deal with charged property etc.
40Agency and liability for contracts
41Vacation of office and release
42Information to be given by and to judicial manager
43Statement of affairs
44Statement of proposals
45Consideration of proposals by meeting of company’s creditors
46Committee of creditors
47Duty to manage affairs etc. in accordance with approved proposals
48Duty to apply for discharge of judicial management order
49Protection of interests of creditors and members
50Trade union representation on behalf of members who are creditors and employees of company
51Undue preference in case of judicial management
52Delivery and seizure of property
53Duty to co-operate with judicial manager
54Inquiry into company’s dealings etc.
55Application of section 151 of Chapter 39 to company under judicial management

Winding Up of Companies Registered Under Companies Act

Chapter I

56Application
57Liability as contributories of present and past members
58Liability of past directors and shareholders
59Limited company formerly unlimited
60Unlimited company formerly limited
61Meaning of “contributory”
62Nature of contributory’s liability
63Contributories in case of death of member
64Effect of contributory’s bankruptcy
65Companies registered but not incorporated under Chapter 39

Chapter II

66Circumstances in which company may be wound up voluntarily
67Notice of resolution to wind up
68Commencement of winding up
69Consequences of resolution to wind up
70Avoidance of share transfers etc. after winding up resolution
71Statutory declaration of solvency
72Distinction between members’ and creditors’ voluntary winding up

Chapter III

73Appointment of liquidator
74Power to fill vacancy in office of liquidator
75Final meeting prior to dissolution
76Effect of company’s insolvency
77Conversion to creditors’ voluntary winding up

Chapter IV

78Application of Chapter IV
79Meeting of company’s creditors
80Directors to lay statement of affairs before creditors
81Appointment of liquidator
82Appointment of liquidation committee
83Meeting of company’s creditors where winding up converted under section 77
84Cesser of directors’ powers
85Vacancy in office of liquidator
86Progress report to company and creditors at year’s end
87Final meeting prior to dissolution

Chapter V

88Distribution of property of company amongst members
89Appointment or removal of liquidator by Court
90Notice by liquidator of his appointment
91Acceptance of shares etc. as consideration for sale of property of company
92Dissent from arrangement under section 91
93Reference of questions to Court
94No liquidator appointed or nominated by company
95Expenses of voluntary winding up
96Saving for certain rights

Chapter VI

97High Court jurisdiction
98Proceedings taken in wrong Court
99Circumstances in which company may be wound up by Court
100Meaning of “inability to pay debts”
101Application for winding up
102Petition for winding up on grounds of public interest
103Powers of Court on hearing of petition
104Power to stay, sist or restrain proceedings against company
105Avoidance of property dispositions etc.
106Where a company is being wound up by the Court, any attachment, sequestration, distress or execution put in force against the estate or eff...
107Commencement of winding up by Court
108Consequences of winding up order
109Statement of affairs
110Investigation by Official Receiver
111Public examination of officers
112Enforcement of section 111
113Appointment and powers of provisional liquidator
114Functions of Official Receiver in relation to office of liquidator
115Appointment by Minister
116Choice of liquidator at meetings of company’s creditors and contributories
117Appointment by Court following judicial management or voluntary arrangement
118Liquidation committee
119General functions in winding up by Court
120Custody of property of company
121Vesting of property of company in liquidator
122Duty to summon final meeting
123Power to stay winding up
124Settlement of list of contributories and application of assets
125Debts due from contributory to company
126Power to make calls
127Payment into bank of money due to company
128Order on contributory to be conclusive evidence
129Power to exclude creditors not proving in time
130Adjustment of rights of contributories
131Inspection of books by creditors etc.
132Payment of expenses of winding up
133Power to arrest absconding contributory
134Powers of Court to be cumulative
135Delegation of powers to liquidator

Chapter VII

136Style and title of liquidators
137Voluntary winding up
138Creditors’ voluntary winding up
139Winding up by Court
140Supplementary powers
141
142Removal etc. in voluntary winding up
143Removal etc. in winding up by Court
144Release in voluntary winding up
145Release in winding up by Court

Chapter VIII

146Proof of debts
147Preferential payments
148Undue preference
149Effect of floating charge
150Liquidator’s right to recover in respect of certain sales to or by company
151Disclaimer of onerous property
152Interpretation
153Restriction of rights of creditor as to execution or attachment
154Duties of bailiff as to goods taken in execution
155Offences by officers of companies in liquidation
156Power of Court to declare dissolution of company void
157Repealed
158Official Receiver to act as representative of defunct company in certain events
159Outstanding assets of defunct company to vest in Official Receiver
160Disposal of outstanding interests in property
161Official Receiver
162Accounts and audit
163Rescission of contracts by Court
164Power to make over assets to employees
165Notification that company is in liquidation
166Interest on debts
167Documents exempt from stamp duty
168Information as to pending liquidations
169Resolutions passed at adjourned meetings
170Meetings to ascertain wishes of creditors or contributories
171Judicial notice of Court documents
172Commissioner for receiving evidence
173

Chapter IX

174Dissolution after voluntary winding up
175Early dissolution
176Consequence of notice under section 175
177Dissolution otherwise than under sections 175 and 176

Chapter X

178Fraud etc. in anticipation of winding up
179Transactions in fraud of creditors
180Misconduct in course of winding up
181Falsification of company’s books etc.
182Material omissions from statement relating to affairs of company
183False representations to creditors
184Summary remedy against delinquent directors, liquidators etc.
185Fraudulent trading
186Wrongful trading
187Proceedings under section 185 or 186
188Restriction on re-use of company names
189Personal liability for debts, following contravention of section 188
190Prosecution of delinquent officers and members of company
191Obligations arising under section 190

Winding Up of Unregistered Companies

192Meaning of “unregistered company”
193Winding up of unregistered companies
194Inability to pay debts: unpaid creditor for $10,000 or more
195Inability to pay debts: debt remaining unsatisfied after action brought
196Inability to pay debts: other cases
197Company incorporated outside Brunei Darussalam may be wound up though dissolved
198Contributories in winding up of unregistered company
199Power of Court to stay or restrain proceedings
200Actions stayed on winding up order

Part 7

201Holders of office to be qualified insolvency practitioners
202Appointment to office of two or more persons
203Validity of acts of office holder
204Getting in property of company
205Duty to co-operate with office holder
206Inquiry into company’s dealings etc.
207Court’s enforcement powers under section 206
208Transactions at undervalue
209Preferences
210Meaning of “relevant time” under sections 208 and 209
211Orders under section 208 or 209
212Extortionate credit transactions
213Avoidance of certain floating charges
214
215Remote attendance at meetings
216Use of websites

Part 8

217Meaning of “act as insolvency practitioner”
218Acting without qualification an offence
219Authorisation of nominees and supervisors
220Official Receiver as nominee or supervisor
221Persons not qualified to act as insolvency practitioners
222Recognised professional bodies
223Authorisation by competent authority
224Grant, refusal and withdrawal of authorisation
225Notices
226Right to make representations

Part 9

227Official Receivers in relation to winding up
228Statement of affairs to be submitted to Official Receiver
229Report by Official Receiver

Part 10

230Appointment of Executive Manager
231Effect of appointment of Executive Manager
232Duties of Executive Manager
233Powers of Executive Manager
234Duty to co-operate with Executive Manager
235Investigative powers of Executive Manager

Part 11

236Monetary limits
237Summary proceedings
238Offences by bodies corporate
239
240References to things in writing
241Right of creditor to access information
242General penalty
243Jurisdiction of Courts of Magistrates
244Amendment of Schedules
245Rules

Schedules

Schedule 1 (Sections 9(2), 13(6), 18(1) and 19) Moratorium Where Directors Propose Voluntary Arrangement Part 1 Introduction Interpretation...
SCHEDULE 1 — (continued) (b) it has permission under the Securities Markets Order, 2013 to accept deposits; (c) it has a liabil...
SCHEDULE 1 — (continued) (ii) a voluntary arrangement which had effect at any time in that period has come to an end prematurely; or (g) a...
SCHEDULE 1 — (continued) (3) In this paragraph, the reference to “liability” includes — (a) a present or future liability whether, in eithe...
SCHEDULE 1 — (continued) (3) In paragraphs 5, 7, 14 and this paragraph — “agreement” includes an agreement or undertaking effected by — (a)...
SCHEDULE 1 — (continued) 10. For the purposes of paragraphs 5 and 8, an investment is also a capital market investment if it consists of a...
SCHEDULE 1 — (continued) (d) it has the purpose of supplying finance to enable the project to be carried out; or (e) it is the holding comp...
SCHEDULE 1 — (continued) (e) any other commercial resource. (3) In sub-paragraph (1), “public body” means — (a) a body which exercises publ...
SCHEDULE 1 — (continued) PART 2 OBTAINING MORATORIUM Nominee’s statement 17. (1) Where the directors of a company wish to obtain a moratori...
SCHEDULE 1 — (continued) Documents to be submitted to Court 18. (1) To obtain a moratorium, the directors of a company must file with the C...
SCHEDULE 1 — (continued) Duration of moratorium 19. (1) A moratorium comes into force when the documents for the time being referred to in...
SCHEDULE 1 — (continued) Notification of beginning of moratorium 20. (1) When a moratorium comes into force, the directors shall notify the...
SCHEDULE 1 — (continued) PART 3 EFFECTS OF MORATORIUM Effect on creditors etc. 23. (1) During the period for which a moratorium is in force...
SCHEDULE 1 — (continued) (3) Sub-paragraph (1)(a) does not apply to an excepted petition and, where such a petition has been presented befo...
SCHEDULE 1 — (continued) 25. Security granted by a company at a time when a moratorium is in force in relation to the company may only be e...
SCHEDULE 1 — (continued) (2) The reference to the company obtaining credit includes the following cases — (a) where goods are bailed to the...
SCHEDULE 1 — (continued) (b) if any officer of the company authorises or permits the contravention, without reasonable excuse, he is guilty...
SCHEDULE 1 — (continued) (4) Where property subject to a security which, as created, was a floating charge is disposed of under sub-paragra...
SCHEDULE 1 — (continued) (9) If the directors, without reasonable excuse, fail to comply with sub-paragraph (8), they are guilty of an offe...
SCHEDULE 1 — (continued) (3) The fact that a company enters into a transaction in contravention of this paragraph does not make the transac...
SCHEDULE 1 — (continued) Withdrawal of consent…
SCHEDULE 1 — (continued) Challenge of nominee’s actions etc. 36. (1) If any creditor, director or member of the company, or any other perso...
SCHEDULE 1 — (continued) unless the Court is satisfied that the act, omission or decision of the nominee was in all the circumstances reaso...
SCHEDULE 1 — (continued) PART 5 CONSIDERATION AND IMPLEMENTATION OF VOLUNTARY ARRANGEMENT Summoning of meetings 39. (1) Where a moratorium...
SCHEDULE 1 — (continued) security, except with the concurrence of the creditor concerned. (5) Subject to sub-paragraph (6), a meeting so su...
SCHEDULE 1 — (continued) (3) At any meeting where it is proposed to extend or further extend the moratorium, before a decision is taken wit...
SCHEDULE 1 — (continued) 44. (1) If a decision to extend or further extend the moratorium takes effect under paragraph 46, the nominee shal...
SCHEDULE 1 — (continued) (2) The decision has effect if, in accordance with the rules — (a) it has been taken by both meetings summoned und...
SCHEDULE 1 — (continued) (b) binds every person who in accordance with the rules — (i) was entitled to vote at that meeting whether or not...
SCHEDULE 1 — (continued) (b) that there has been some material irregularity at or in relation to either of those meetings. (2) The persons...
SCHEDULE 1 — (continued) (ii) in a case falling within sub-paragraph (1)(b), for the summoning of a further company or (as the case may be)...
SCHEDULE 1 — (continued) shall be known as the supervisor of the voluntary arrangement. (3) If any of the company’s creditors or any other...
SCHEDULE 1 — (continued) PART 6 Challenge of directors’ actions 50. (1) This paragraph applies in relation to acts or omissions of the dire...
SCHEDULE 1 — (continued) (d) bring the moratorium to an end and make such consequential provision as the Court thinks fit. (6) In making an...
SCHEDULE 1 — (continued) (3) If, at any time during the moratorium, a person who is an officer of the company — (a) does any of the things...
SCHEDULE 1 — (continued) (6) Where a person pawns, pledges or disposes of any property of a company in circumstances which amount to an off...
SCHEDULE 1 — (continued) (2) In sub-paragraph (1), “receiver” includes a manager and a person who is appointed both receiver and manager. F...
SCHEDULE 1 — (continued) (9) A person appointed for the purpose mentioned in sub-paragraph (8) by the Authority is entitled to attend and p...
SCHEDULE 2 (sections 38(4) and 233(2)(a)) POWERS OF SUPERVISOR, JUDICIAL MANAGER AND 1. Take possession of, collect and get in the property...
SCHEDULE 2 — (continued) 13. Draw, accept, make and endorse any bill of exchange or promissory note in the name and on behalf of the compan...
Schedule 3 (Sections 137(2) and (3) and 139(1)) Powers of Liquidator in Winding Up Part 1 Powers Exercisable with Sanction 1. Pay Any Class...
SCHEDULE 3 — (continued) (b) subject to paragraph 2 in Part 1 of this Schedule, all questions in any way relating to or affecting the asset...

Insolvency Act · 2022 Revised Edition · Chapter VI

134. Powers of Court to be cumulative

No plain-English summary for s 134 yet. See the rest of this law

Official textFrom Attorney General's Chambers, unchanged

The powers conferred on the Court by this Act are in addition to, and not in restriction of, any existing powers of instituting proceedings against a contributory or debtor of the company, or the estate of any contributory or debtor, for the recovery of any call or other sums.

Court

Defined · s 3

“Court”, in relation to a company, means a court having jurisdiction to wind up the company;

Open s 3

Insolvency

insolvency

Defined · s 3

“insolvency”, in relation to a company, includes the approval of a voluntary arrangement or the appointment of a judicial manager;

Open s 3

Terms defined in s 3

company
Defined · s 3
“company” means a company incorporated or registered under the Companies Act;
Open s 3
contributory
Defined · s 3
“contributory” has the meaning assigned to it in section 61;
Open s 3
Court
Defined · s 3
“Court”, in relation to a company, means a court having jurisdiction to wind up the company;
Open s 3
insolvency
Defined · s 3
“insolvency”, in relation to a company, includes the approval of a voluntary arrangement or the appointment of a judicial manager;
Open s 3

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Chapter VII

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Chapter VIII

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Chapter IX

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Chapter X

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Part

Winding Up of Unregistered Companies

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Part 7

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Part 8

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Part 9

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Part 10

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Part 11

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Schedules

Details

Insolvency Act · s 134

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Attorney General's Chambers · Insolvency Act, 2022 Revised Edition. Reader record updated on 2 Oct 2026.

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