(1) The directors'
proposal shall provide a short explanation why, in their opinion,
a voluntary arrangement under Part I of the Act is desirable,
and give reasons why the company's creditors may be expected
to concur with such an arrangement.
(2) The following
matters shall be stated, or otherwise dealt with, in the directors'
proposal-
(a) the following
matters, so far as within the directors' immediate knowledge-
(i) the company's
assets, with an estimate of their respective values,
(ii) the extent
(if any) to which the assets are charged in favour of creditors,
(iii) the extent
(if any) to which particular assets are to be excluded from
the voluntary arrangement;
(b) particulars
of any property, other than assets of the company itself,
which is proposed to be included in the arrangement, the source
of such property and the terms on which it is to be made available
for inclusion;
(c) the nature and
amount of the company's liabilities (so far as within the
directors' immediate knowledge), the manner in which they
are proposed to be met, modified, postponed or otherwise dealt
with by means of the arrangement, and (in particular)-
(i) how it is proposed
to deal with preferential creditors (defined in section 4(7)
and creditors who are, or claim to be secured,
(ii) how persons
connected with the company (being creditors) are proposed
to be treated under the arrangement, and
(iii) whether there
are, to the directors' knowledge, any circumstances giving
rise to the possibility, in the event that the company should
go into liquidation, or claims under-
section 238 (transactions at an undervalue)
section 239 (preferences)
section 244 (extortionate credit transactions),or
section 245 (floating charges invalid; and, where any
such circumstances are present, whether, and if so how,
it is proposed under the voluntary arrangement to make
provision for wholly or partly indemnifying the company
in respect of such claims;
(d) whether any,
and if so what, guarantees have been given of the company's
debts by other persons, specifying which (if any) of the guarantors
are persons connected with the company;
(e) the proposed
duration of the voluntary arrangement
(f) the proposed
dates of distributions to creditors, with estimates of their
amounts;
(g) the amount proposed
to be paid to the nominee (as such) by way of remuneration
and expenses;
(h) the manner in
which it is proposed that the supervisor of the arrangement
should be remunerated, and his expenses defrayed;
(j) whether, for
the purposes of the arrangement, any guarantees are to be
offered by directors, or other persons, and whether (if so)
any security is to be given or sought;
(k) the manner in
which funds held for the purposes of that arrangement are
to be banked, invested or otherwise dealt with pending distribution
to creditors;
(l) the manner
in which funds held for the purpose of payment to creditors,
and not so paid on the termination of the arrangement, are
to be dealt with;
(m) the manner in
which the business of the company is proposed to be conducted
during the course of the arrangement;
(n) details of any
further credit facilities which it is intended to arrange
for the company, and how the debts so arising are to be paid;
(o) the functions
which are to be undertaken by the supervisor of the arrangement;
and
(p) the name, address
and qualification of the person proposed as supervisor of
the voluntary arrangement, and confirmation that he is (so
far as the directors are aware) qualified to act as an insolvency
practitioner in relation to the company.
(3) With the agreement
in writing of the nominee, the directors' proposal may be
amended at any time up to delivery of the former's report
to the court under section 2(2).
