PART 4Protected Cell Companies
CHAPTER 3Structure of a protected cell company
Segregation within a protected cell company48
1
The assets held by a protected cell company on behalf of a part of the protected cell company may not be used to discharge—
a
a liability or obligation incurred on behalf of, or attributable to, another part of the protected cell company; or
b
a claim brought in respect of another part of the protected cell company.
2
A liability or obligation incurred on behalf of, or attributable to, a part of a protected cell company is to be discharged solely out of the assets held by the protected cell company on behalf of that part.
3
A claim which a person has against a protected cell company in respect of a part of the protected cell company may not be set off or netted against a claim which the protected cell company has against that person in respect of another part of the protected cell company.
4
A provision, whether contained in the instrument of incorporation, a contract or otherwise, is void to the extent that it is inconsistent with paragraphs (1) to (3).
5
An application of assets, or agreement to apply assets, in contravention of paragraphs (1) to (3) is void.
6
Notwithstanding the fact that the parts of a protected cell company are not legal persons distinct from the protected cell company—
a
the assets held by the protected cell company on behalf of a part of the protected cell company are to be treated as assets belonging exclusively to that part of the protected cell company;
b
a liability or obligation incurred by the protected cell company on behalf of, or which is attributable to, a part of the protected cell company is to be treated as a liability or obligation of that part of the protected cell company;
c
a creditor of a protected cell company is to be treated as a creditor of that part of the protected cell company which is treated as being indebted to the creditor by virtue of sub-paragraph (b);
d
the property held by a protected cell company on behalf of a part of the protected cell company may be subject to orders of the court as if the part were a distinct legal person; and
e
a protected cell company may sue or be sued in respect of a part of the protected cell company.