Section 213 of Cyprus Companies Laws CAP. 113 (“CAP. 113”), provides about the persons who have locus standing to petition the winding up of a company and provides inter alia for “…..the creditor or creditors including any contingent or prospective creditors ………..”.
The term “contingent creditor” or “prospective creditor”, have not been defined in CAP. 113 and for their interpretation, guidance, shall be sought, from Cypriot and common law cases.
In the English case STONEGATE SECURITIES LTD -V- GREGORY (1980) 1 Ch. 576, Lord Justice Buckley interpreting Section 224 of the English Companies Acts 1948 – (which is identical to Section 213 of CAP. 113) – stated that “………the expression “contingent creditor” means a creditor in respect of a debt, which will only become due, in an event, which may, or may not occur ………….”.
Concerning the expression “prospective creditor” contained in Section 224 of the English Companies Acts 1948, Lord Justice Buckley stated that “…A prospective creditor is a creditor in respect of a debt, which will certainly become due in the future, either on some date, which has been already determined, or some date determinable by reference to future events ….”.
In the light of the above, the following creditors have locus standing to petition the winding up of a Cypriot company:
(a) A creditor whose claim is for a sum of money presently and unconditionally, due and payable;
(b) A contingent creditor, who is a creditor in respect of a debt, which will only become due in an event, which may, or may not occur; and
(c) A prospective creditor, who is a creditor in respect of a debt, which will certainly become due in the future, either on some future date which has been already determined, or some date determined by reference to future events.
For further information on this topic please contact
Mr. Soteris Pittas( spittas@pittaslegal.com ) at SOTERIS PITTAS & CO LLC,
by telephone (+357 25 028460) or by fax (+357 25 028461)