Division 15A Proceedings under the Cross-Border
Insolvency Act
15A.1 Application of this Division and other rules of the Court ................ 47
15A.2 Expressions used in the Cross-Border Insolvency Act .................. 48
15A.3 Application for recognition ............................................................. 48
15A.4 Application for provisional relief under article 19 of the Model
Law ................................................................................................ 49
15A.5 Official liquidator's consent to act .................................................. 49
15A.6 Notice of filing of application for recognition .................................. 50
15A.7 Notice of order for recognition, withdrawal etc ............................... 50
15A.8 Relief after recognition ................................................................... 51
15A.9 Application to modify or terminate an order for recognition or
other relief...................................................................................... 51
16.1 Powers of Associate Judge ........................................................... 52
16.2 Powers of Registrar ....................................................................... 53
16.3 Appeal ........................................................................................... 53
17. Repeal ........................................................................................... 53
As in force at 22 November 2017
CORPORATIONS LAW RULES 2000
Rules under the Corporations Reform (Northern Territory) Act 2001
1.1 Citation
These Rules may be cited as the Corporations Law Rules 2000.
1.2 Commencement
These Rules come into operation on a date fixed by the Chief
Justice of the Court by notice in the Gazette.
1.3 Application of these Rules and other rules of the Court
(1) Unless the Court otherwise orders:
(a) these Rules apply to a proceeding in the Court under the
Corporations Act, or the ASIC Act, that is commenced on or
after the commencement of these Rules; and
(b) Division 15A applies to a proceeding in the Court under the
Cross-Border Insolvency Act.
(2) The rules in Chapter 1 of the Supreme Court Rules 1987 apply, to
the extent that they are relevant and not inconsistent with these
Rules:
(a) to a proceeding in the Court under the Corporations Act, or the
ASIC Act, that is commenced on or after the commencement
of these Rules; and
(b) to a proceeding in the Court under the Cross-Border
Insolvency Act that is commenced on or after the
commencement of Division 15A.
(3) Unless the Court otherwise orders, the rules applying to a
proceeding in the Court under the Corporations Act, or the ASIC
Act, as in force immediately before the commencement of these
Rules, continue to apply to a proceeding under the Corporations
Corporations Law Rules 2000 2
Act, or the ASIC Act, that was commenced before the
commencement of these Rules.
Note
By virtue of the definition of 'this Act' in section 9 of the Corporations Act, a
reference to the Corporations Act includes a reference to the Corporations
1.4 Expressions used in the Corporations Act
Unless the contrary intention appears, an expression used in these
Rules and in the Corporations Act has the same meaning in these
Rules as it has in the Corporations Act.
Note
Expressions used in these Rules (including the notes to these Rules) that are
defined in the Corporations Act include:
ABN (short for Australian Business Number) – see section 9
ACN (short for Australian Company Number) – see section 9
ARBN (short for Australian Registered Body Number) – see section 9
ASIC – see section 9
body – see section 9
body corporate – see section 9
books – see section 9
company – see section 9
corporation – see section 57A
daily newspaper – see section 9
foreign country – see section 9
futures broker – see section 9
Gazette – see section 9
officer, in relation to a body corporate – see section 82A
official liquidator – see section 9
Part 5.1 body – see section 9
Part 5.7 body – see section 9
register – see section 9
registered liquidator – see section 9
registered office – see section 9
statutory demand – see section 9
1.5 Definitions for these Rules
In these Rules, unless the contrary intention appears:
applicant means a person claiming interlocutory relief in a
proceeding.
ASIC Act means the Australian Securities and Investments
Commission Act 2001 of the Commonwealth.
Corporations Act means the Corporations Act 2001 of the
Commonwealth.
Division Div 15A - CORPORATIONS LAW RULES 2000 - Proceedings under the Cross-Border | Zoe
Corporations Law Rules 2000 3
Corporations Regulations means the Corporations
Regulations 2001 of the Commonwealth.
Cross-Border Insolvency Act means the Cross-Border Insolvency
Act 2008 (Cth) including, unless the contrary intention appears, the
Model Law.
defendant means a person against whom relief (except
interlocutory relief) is claimed under the Corporations Act, the ASIC
Act or the Cross-Border Insolvency Act, whether in the originating
process or not.
interlocutory process means an interlocutory process in
Model Law means the Model Law on Cross-Border Insolvency of
the United Nations Commission on International Trade Law, the
English text of which is set out in Schedule 1 to the Cross-Border
Insolvency Act, with the modifications set out in Part 2 of that Act.
originating process means an originating process in accordance
with Form 2.
plaintiff means a person claiming relief (except interlocutory relief)
under the Corporations Act, the ASIC Act or the Cross-Border
Insolvency Act, whether in the originating process or not.
respondent means a person against whom interlocutory relief is
claimed in a proceeding.
1.6 References to rules and forms
In these Rules, unless the contrary intention appears:
(a) a reference to a rule is a reference to a rule in these Rules;
and
(b) a reference to a form followed by a number is a reference to
the form so numbered in Schedule 1 to these Rules.
1.7 Substantial compliance with forms
(1) It is sufficient compliance with these Rules in relation to a document
that is required to be in accordance with a form in Schedule 1 if the
document is substantially in accordance with the form required or
has only such variations as the nature of the case requires.
(2) Without limiting subrule (1), the Registrar must not reject a
document for filing only because a term used to describe a party in
the document differs from the term used in these Rules.
Corporations Law Rules 2000 4
1.8 Court's power to give directions
The Court may give directions in relation to the practice and
procedure to be followed in a proceeding if it is satisfied, in the
circumstances of the proceeding, that:
(a) the provisions of the Corporations Act, ASIC Act, or the rules
of this Court do not adequately provide for the practice and
procedure to be followed in the proceeding; or
(b) a difficulty arises, or doubt exists, in relation to the practice
and procedure to be followed in the proceeding.
1.9 Calculation of time
(1) If, for any purpose, these Rules:
(a) prohibit, permit or require an act or thing to be done within, by,
or before the end of; or
(b) otherwise prescribe, allow or provide for,
a period of time before or after a particular day, act or event, the
period is to be calculated without counting that day, or the day of
the act or event, as the case may be.
(2) Without limiting subrule (1), in calculating how many days a
particular day, act or event is before or after another day, act or
event, only the first day, or the day of the first act or event, is to be
counted.
(3) If the last day of any period prescribed or allowed by these Rules
for an act or thing to be done falls on a day that is not a business
day in the place where the act or thing is to be or may be done, the
act or thing may be done on the first business day in the place after
that day.
(4) In calculating a period of time for the purposes of these Rules, the
period beginning on 25 December in a year and ending at the end
of 1 January in the next year is not to be counted.
1.10 Extension and abridgment of time
Unless the Corporations Act, the ASIC Act, or these Rules
otherwise provide, the rules in Chapter 1 of the Supreme Court
Rules 1987 that provide for the extension or abridgment of a period
of time fixed for the doing of any act or thing in relation to a
proceeding apply to a proceeding to which these Rules apply.
Corporations Law Rules 2000 5
2.1 Title of documents in a proceeding – Form 1
The title of a document filed in a proceeding must be in accordance
with Form 1.
2.2 Originating process and interlocutory process – Forms 2 and 3
(1) Unless these Rules otherwise provide, a person must make an
application required or permitted by the Corporations Act to be
made to the Court:
(a) if the application is not made in a proceeding already
commenced in the Court – by filing an originating process; and
(b) in any other case, and whether interlocutory relief or final relief
is claimed – by filing an interlocutory process.
(2) Unless the Court otherwise directs, a person may make an
application to the Court in relation to a proceeding in respect of
which final relief has been granted by filing an interlocutory process
in that proceeding.
(3) An originating process must:
(a) be in accordance with Form 2; and
(b) state:
(i) each section of the Corporations Act or the ASIC Act, or
each regulation of the Corporations Regulations, under
which the proceeding is brought; and
(ii) the relief sought.
(4) An interlocutory process must:
(a) be in accordance with Form 3; and
(b) state:
(i) if appropriate, each section of the Corporations Act or
the ASIC Act, or each regulation of the Corporations
Regulations, or each rule of Court under which the
application is made; and
Corporations Law Rules 2000 6
(ii) the relief sought.
Note
In an application for winding up in insolvency on the ground that the company
has failed to comply with a statutory demand, the applicant should consider
completing Part C of Form 2 as shown in Schedule 2 (Notes to these Rules).
2.3 Fixing of hearing
On receiving an originating process or interlocutory process, the
Registrar:
(a) must fix a time, date and place for hearing and endorse those
details on the originating process or interlocutory process; and
(b) may seal a sufficient number of copies for service and proof of
2.4 Supporting affidavit
(1) Unless the Court otherwise directs, an originating process, or
interlocutory process, must be supported by an affidavit stating the
facts in support of the process.
(2) Subject to rule 2.4A, an affidavit in support of an originating process
must annex a record of a search of the records maintained by
ASIC, in relation to the company that is the subject of the
application to which the originating process relates, carried out no
earlier than 7 days before the originating process is filed.
Note
An example of the affidavit in support of an application for winding up in
insolvency for failure to comply with a statutory demand is shown in Schedule 2
(Notes to these Rules).
2.4A Application for order setting aside statutory demand
(Corporations Act s 459G)
(1) This rule applies, and subrule 2.4(2) does not apply, to an
application by a company under section 459G of the Corporations
Act for an order setting aside a statutory demand served on the
(2) The plaintiff may file with the originating process seeking the order
a copy of the statutory demand and a copy of any affidavit that
accompanied the statutory demand.
Corporations Law Rules 2000 7
(3) The plaintiff must:
(a) no earlier than 7 days before the originating process is filed,
and no later than the day before the hearing of the application,
carry out a search of the records maintained by ASIC in
relation to the plaintiff; and
(b) either:
(i) annex the record of the search to the affidavit in support
of the originating process; or
(ii) file the record of the search before or tender it on the
hearing of the application.
2.5 Affidavits made by creditors
Subject to rule 5.4, an affidavit that is to be made by a creditor may
be made:
(a) if the creditor is a corporation – by a director, secretary, or
other principal officer of the corporation, or by a person
employed by the corporation who is authorised to make the
affidavit on its behalf;
(b) if the creditor is a company to which a liquidator, provisional
liquidator, receiver, administrator or controller has been
appointed – by that person; or
(c) in any other case – by the creditor or a person authorised by
the creditor to make the affidavit on behalf of the creditor.
2.6 Form of affidavits
An affidavit must be in a form that complies with:
(a) the rules in Chapter 1 of the Supreme Court Rules 1987;
(b) the rules of the Supreme Court of the State (if any) or Territory
(if any) where the affidavit was sworn or affirmed; or
(c) the rules of the Federal Court.
Corporations Law Rules 2000 8
2.7 Service of originating process or interlocutory process and
supporting affidavit
(1) As soon as practicable after filing an originating process and, in any
case, at least 5 days before the date fixed for hearing, the plaintiff
must serve a copy of the originating process and any supporting
affidavit on:
(a) each defendant (if any) to the proceeding; and
(b) if the corporation to which the proceeding relates is not a party
to the proceeding – the corporation.
(2) As soon as practicable after filing an interlocutory process and, in
any case, at least 3 days before the date fixed for hearing, the
applicant must serve a copy of the interlocutory process and any
supporting affidavit on:
(a) each respondent (if any) to the application in the interlocutory
(b) if the corporation to which the application in the interlocutory
process relates is not a party to the application in the
interlocutory process – the corporation.
2.8 Notice of certain applications to be given to ASIC
(1) This rule has effect in addition to the requirements of the
Corporations Act that, in relation to a proceeding, particular
documents are to be served on ASIC or notice of particular matters
is to be given to ASIC.
(2) This rule does not apply to a person making an application if the
person is ASIC or a person authorised by ASIC.
(3) Unless the Court otherwise orders, if a person makes an application
under a provision of the Corporations Act mentioned in Column 1 of
an item of the following table, the person must serve on ASIC, a
reasonable time before the hearing of the application, a copy of the
originating process, or interlocutory process, and supporting
affidavit in respect of the application.
Column 1 Column 2
Item Provision Description of application
Section 480 For the release of a liquidator of a
company and the deregistration of the
company
Corporations Law Rules 2000 9
2. Subsection 482(1) For the stay or termination of a winding
up
3. Subsection 509(6) For the deregistration of a company
4. Subsection 536(1) For an inquiry into the conduct of a
liquidator
5. Subsection 601AH(2) To reinstate the registration of a company
6. Subsection 601CC(8) To restore the name of an Australian
body to the register
7. Subsection 601CL(9) To restore the name of a foreign
company to the register
8. Chapter 6, 6A, 6B, 6C, 6D
or 7
Any application under these Chapters
9. Subsections 1317S(2), (4)
and (5)
For the relief from liability for
contravention of a civil penalty provision
2.9 Notice of appearance (Corporations Act s 465C) – Form 4
(1) A person who intends to appear before the Court at the hearing of
an application must, before appearing:
(a) file:
(i) a notice of appearance in accordance with Form 4; and
(ii) if appropriate – an affidavit stating any facts on which the
person intends to rely; and
(b) serve on the plaintiff a copy of the notice of appearance and
any affidavit not later than:
(i) if the person is named in an originating process – 3 days
before the date fixed for hearing; or
(ii) if the person is named in an interlocutory process – one
day before the date fixed for hearing.
(2) If the person intends to appear before the Court to oppose an
application for winding up, the person may include in the notice of
appearance the notice of the grounds on which the person opposes
the application required by section 465C of the Corporations Act.
Corporations Law Rules 2000 10
(3) The period prescribed for filing and serving the notice and affidavit
required by section 465C of the Corporations Act is the period
mentioned in subparagraph (1) (b) (i).
Note
Under section 465C of the Corporations Act, a person may not, without the leave
of the Court, oppose an application for winding up unless, within the period
prescribed by the rules (see subrule (3) of this rule), the person has filed, and
served on the plaintiff, notice of the grounds on which the person opposes the
application and an affidavit verifying the matters stated in the notice.
2.10 Intervention in proceeding by ASIC (Corporations Act s 1330) –
Form 5
(1) If ASIC intends to intervene in a proceeding, ASIC must file a notice
of intervention in accordance with Form 5.
(2) Not later than 3 days before the date fixed for the hearing at which
ASIC intends to appear in the proceeding, ASIC must serve a copy
of the notice, and any affidavit on which it intends to rely, on the
plaintiff and on any other party to the proceeding.
2.11 Publication of notices
If a rule requires a notice in relation to a body to be published in
accordance with this rule, the notice must be published once in a
daily newspaper circulating generally in the State or Territory where
the body has its principal, or last known, place of business.
Note
Under the Corporations Act, certain notices may also be required to be published
in the Gazette or in accordance with the Corporations Regulations. Nothing in
this rule is intended to affect the operation of any provision of the Corporations
Act that requires publication of a notice in the Gazette or in accordance with the
Corporations Regulations.
2.12 Proof of publication
(1) This rule applies in relation to any matter published in connection
with a proceeding.
(2) Unless these Rules otherwise provide, or the Court otherwise
orders, the person responsible for the publication of the matter, or
the person's legal practitioner, must file:
(a) an affidavit made by the person, or the person's legal
practitioner, that states the date of publication and to which is
annexed or exhibited a copy of the published matter; or
Corporations Law Rules 2000 11
(b) a memorandum signed by the person, or the person's legal
practitioner, that states the date of publication and refers to
and annexes a copy of the published matter.
(3) The affidavit or memorandum is prima facie evidence that the
publication took place on the date and otherwise as stated in the
affidavit or memorandum.
2.13 Leave to creditor, contributory or officer to be heard
(1) The Court may grant leave to any person who is, or who claims to
be:
(a) a creditor, contributory or officer of a corporation;
(b) an officer of a creditor, or contributory, of a corporation; or
(c) any other interested person,
to be heard in a proceeding without becoming a party to the
proceeding.
(2) If the Court considers that the attendance of a person to whom
leave has been granted under subrule (1) has resulted in additional
costs for any party, or the corporation, which should be borne by
the person to whom leave was granted, the Court may:
(a) direct that the person pay the costs; and
(b) order that the person not be heard further in the proceeding
until the costs are paid or secured to the Court's satisfaction.
(3) The Court may order that a person who is, or who claims to be, a
creditor, contributory or officer of a corporation be added as a
defendant to the proceeding.
(4) The Court may grant leave to a person under subrule (1), or order
that a person be added as a defendant to a proceeding under
subrule (3):
(a) on application by the person or a party to the proceeding; or
(b) on the Court's own initiative.
(5) The Court may:
(a) appoint a creditor or contributory to represent all or any class
of the creditors or contributories on any question, or in relation
to any proceeding, before the Court, at the expense of the
corporation; and
Division 3 Compromises and arrangements in relation to Part 5.1 bodies
Corporations Law Rules 2000 12
(b) remove any person so appointed.
2.14 Inquiry in relation to corporation's debts etc
The Court may direct an inquiry in relation to the debts, claims or
liabilities, or a class of debts, claims or liabilities, of or affecting a
corporation to which a proceeding relates.
2.15 Meetings ordered by the Court
Subject to the Corporations Act, these Rules and any direction of
the Court to the contrary, regulations 5.6.11 to 5.6.36A of the
Corporations Regulations apply to meetings ordered by the Court.
Division 3 Compromises and arrangements in relation to
Part 5.1 bodies
3.1 Application of Division 3
This Division applies if an application is made to the Court for
approval of a compromise or arrangement between a Part 5.1 body
and its creditors or members, or any class of its creditors or
members.
3.2 Nomination of chairperson for meeting
Before the hearing of an application under subsection 411(1), (1A)
or (1B) of the Corporations Act, the plaintiff must file an affidavit
stating:
(a) the names of the persons who have been nominated to be the
chairperson and alternate chairperson of the meeting;
(b) that each person nominated:
(i) is willing to act as chairperson;
(ii) has had no previous relationship or dealing with the
body, or any other person interested in the proposed
compromise or arrangement, except as disclosed in the
affidavit; and
(iii) has no interest or obligation that may give rise to a
conflict of interest or duty if the person were to act as
chairperson of the meeting, except as disclosed in the
affidavit;
(c) the name of the person (if any) proposed to be appointed to
administer the proposed compromise or arrangement; and
Division 3 Compromises and arrangements in relation to Part 5.1 bodies
Corporations Law Rules 2000 13
(d) that the person does not fall within paragraphs 411(7)(a) to (f)
of the Corporations Act, except as disclosed in the affidavit.
3.3 Order for meetings to identify proposed scheme
(1) An order under subsection 411(1) or (1A) of the Corporations Act
ordering a meeting or meetings in relation to a proposed
compromise or arrangement must set out in a schedule, or
otherwise identify, a copy of the proposed compromise or
arrangement.
(2) Unless the Court otherwise orders, a meeting of members ordered
under section 411 of the Corporations Act must be convened, held
and conducted in accordance with:
(a) the provisions of Part 2G.2 of the Corporations Act that apply
to the members of a company; and
(b) the provisions of the plaintiff's constitution that apply in relation
to meetings of members and are not inconsistent with