Companies Act 2014 section 62

Relief for members and creditors

Section 62 provides court relief for members whose rights have been prejudiced by the exercise or non-exercise of powers during the conversion of an existing private company, and extends similar protection to certain creditors holding a significant proportion of the company's debentures.

• A member who believes their rights have been prejudiced by how directors or the company have used (or failed to use) their conversion powers may apply to court for a remedy for oppression.
• Where directors have failed to prepare and register a new constitution as required, oppressive conduct towards the applicant member is presumed unless the directors can prove otherwise.
• Creditors who hold, individually or together, at least 15 per cent of the company's debentures that entitle them to object to changes in the company's objects may also apply to the court for relief if a new constitution prejudices their interests.
• The court must take into account any related orders it has already made concerning the company when exercising its jurisdiction under this section.