Singapore legislation
Section 227
Section 227
Orders under sections 224 and 225
(1)
Without affecting the generality of sections 224(2) and 225(2), an order under section 224 or 225 with respect to a transaction or preference entered into or given by a company may, subject to this section —
require any property transferred as part of the transaction, or in connection with the giving of the preference, to be vested in the company;
require any property to be so vested if it represents in any person’s hands the application of the proceeds of sale of property so transferred or of money so transferred;
release or discharge (in whole or in part) any security given by the company;
require any person to pay, in respect of benefits received by the person from the company, such sums to the company, the judicial manager or the liquidator as the Court may direct;
provide for any surety or guarantor, whose obligations to any person were released or discharged (in whole or in part) under the transaction or by the giving of the preference, to be under such new or revived obligations to that person as the Court thinks appropriate;
provide for security to be provided for the discharge of any obligation imposed by or arising under the order, for such an obligation to be charged on any property and for the security to have the same priority as a security released or discharged (in whole or in part) under the transaction or by the giving of the unfair preference; or
provide for the extent to which any person whose property is vested by the order in the company, or on whom obligations are imposed by the order, is to be able to prove in the judicial management or the winding up of the company for debts or other liabilities which arose from, or were released or discharged (in whole or in part) under or by, the transaction or the giving of the unfair preference.
(2)
An order under section 224 or 225 may affect the property of, or impose any obligation on, any person whether or not that person is the person with whom the company in question entered into the transaction or the person to whom the unfair preference was given, as the case may be.
(3)
An order under section 224 or 225 does not —
prejudice any interest in property which was acquired from a person other than the company in question and was acquired in good faith and for value, or prejudice any interest deriving from such an interest; or
require a person who received a benefit from the transaction or unfair preference in good faith and for value to pay a sum to the company, the judicial manager or the liquidator, except where that person was a party to the transaction or the payment is to be in respect of an unfair preference given to that person at a time when that person was a creditor of the company in question.
(4)
For the purposes of subsection (3)(a) and (b), a person (called in this section the relevant person) who has acquired an interest in property from a person other than the company in question, or who has received a benefit from the transaction or unfair preference, is presumed (unless the contrary is shown) to have acquired the interest or received the benefit (as the case may be) otherwise than in good faith if, at the time of that acquisition or receipt —
the relevant person had notice of the relevant surrounding circumstances and of the relevant proceedings; or
the relevant person was connected with —
the company in question; or
the person with whom the company in question entered into the transaction, or to whom the company gave the unfair preference, as the case may be.
(5)
For the purposes of subsection (4)(a), the relevant surrounding circumstances are —
the fact that the company in question entered into the transaction at an undervalue; or
the circumstances which amounted to the giving of the unfair preference by the company in question.
(6)
For the purposes of subsection (4)(a), the relevant person has notice of the relevant proceedings if the relevant person has notice of —
the appointment of an interim judicial manager under section 94(3), the making of an application for a judicial management order, the making of an application for winding up in respect of the company, or the appointment of or the obligation to appoint a provisional liquidator under section 161; or
the fact that the company has entered judicial management or is being wound up.
(7)
The provisions of sections 224, 225 and 226 and this section apply without prejudice to the availability of any other remedy, even in relation to a transaction or preference which the company had no power to enter into or give.