Insolvency Act 1986, section 79

Meaning of “contributory”

Part IV Winding Up of Companies Registered under the Companies Acts

(1) F207 In this Act . . . the expression “contributory” means every person liable to contribute to the assets of a company in the event of its being wound up, and for the purposes of all proceedings for determining, and all proceedings prior to the final determination of, the persons who are to be deemed contributories, includes any person alleged to be a contributory.

(2)The reference in subsection (1) to persons liable to contribute to the assets does not include a person so liable by virtue of a declaration by the court under section 213 (imputed responsibility for company’s fraudulent trading) or section 214 (wrongful trading) in Chapter X of this Part.

(3)A reference in a company’s articles to a contributory does not (unless the context requires) include a person who is a contributory only by virtue of section 76.

F208. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Definitions used in section 79 2

the company

2 Section 233B does not apply in relation to a contract for the supply of goods or services to a company (“the company”) where any of paragraphs 3 to 11 applies.

Defined in Sch.4ZZA para.2 · see it in the full Act
articles

“articles”, in relation to a company (see section 18 of the Companies Act 2006 );

Defined in s.436(2) · see it in the full Act

Cases considering section 79 7

Daniel McAteer v Hat & Mitre Plc (in creditors’ voluntary liquidation) & Ors

[2024] EWHC 1601 (Ch) · 25 June 2024Interprets

Interprets section 79 as part of the statutory chain under which a person liable to contribute is a contributory. The chain included a person treated as a member under section 250 (see paras [41], [46], [48]-[50]).

In the Matter of SVS Securities PLC (in Special Administration)

[2023] EWHC 585 (Ch) · 16 March 2023

The court applies section 79(1) by terminating the joint special administrators’ appointments after the distribution process was complete and no further property or claims required administration (see paras [3]; [10]).

RJH Stanhope Ltd, Re

[2020] EWHC 2808 (Ch) · 4 November 2020Defines

Defines a contributory as a person liable to contribute to the company’s assets in a winding up. The court concluded that Harriss was a contributory and therefore eligible to challenge the adjudication. (see paras [74]-[81])

What each judgment says about section 79 is in the case-law panel in the full Act.

Amendments and notes

3 notes from legislation.gov.uk

Amendments

  1. F207Words in s. 79(1) omitted (1.10.2009) by virtue of The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), arts. 2(1), 8, Sch. 1 para. 75(8)(a) (with art. 10, Sch. 1 para. 84)
  2. F208Words in s. 79(3) omitted (1.10.2009) by virtue of The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), arts. 2(1), 8, Sch. 1 para. 75(8)(b) (with art. 10, Sch. 1 para. 84)

Modifications

  1. C263Ss. 76-79 applied (with modifications) (E.W.S.) (8.7.2021) by The Payment and Electronic Money Institution Insolvency Regulations 2021 (S.I. 2021/716), regs. 2, 37, Sch. 1 para. 3 (with reg. 5) (as amended (4.1.2024) by S.I. 2023/1399, regs. 1(2), 4, 11)