Cap. 631 Art. 2Interpretation.   Cap. 459.    S.L. 595.27.    Cap. 16.   Cap. 386.               Cap. 452.    Cap. 632.  Cap. 386.  Cap. 168.  Cap. 386.  Cap. 168.

In this Act, and in any regulations made thereunder, unless the context otherwise requires:

"affected parties" means creditors, equity holders, or employees including an employees’ representative, whose claims or interests are, or may be, directly affected by a restructuring plan;

"best-interest-of-creditors test" means a test that is satisfied if the Court is reasonably satisfied that no dissenting creditor would be worse off, under the specific restructuring plan, than such a creditor would be if the normal ranking of liquidation priorities were applied, or in the event of the next-best-alternative scenario, if the restructuring plan were not confirmed;

"close-out netting provision" shall have the meaning assigned to it in the Set-Off And Netting on Insolvency Act or regulations issued thereunder;

"competent authority" means the Insolvency and Receivership

Service within the Malta Business Registry established by the Malta

Business Registry (Establishment as an Agency) Order;

"Court" means the Civil Court (Commercial Section); "debtor" means any natural person carrying out a trade, business, craft or profession in or from within Malta, or any legal organisation in terms of the Second Schedule to the Civil Code, including, but not being limited to, any commercial partnership formed and registered under the Companies Act, and expressly excludes:

(a) insurance undertakings or reinsurance undertakings as defined in points (1) and (4) of Article 13 of Directive 2009/138/EC;

(b) credit institutions as defined in point (1) of Article 4(1) of Regulation (EU) No. 575/2013;

(c) investment firms or collective investment undertakings as defined in points (2) and (7) of Article 4(1) of Regulation (EU) No. 575/2013;

(d) central counter parties as defined in point (1) of Article 2 of Regulation (EU) No. 648/2012;

(e) central securities depositories as defined in point

(1) of Article 2(1) of Regulation (EU) No. 909/2014;

(f) other financial institutions and entities listed in the first sub-paragraph of Article 1(1) of Directive 2014/59/EU;

(g) public bodies under national law; and

(h) natural persons in respect of debts not incurred in the carrying out of a trade, business, craft or profession;

"equity holder" means a person that has an ownership interest in a debtor or a debtor’s business, including a shareholder, provided that equity holders having separate claims against the debtor shall, notwithstanding, remain entitled to be treated separately as creditors of the debtor;

"essential executory contract" means a contract between a debtor and one (1) or more creditors thereof, which, at the time a stay of individual enforcement actions is granted or applied, the parties are under an obligation to perform, and the performance of which shall be necessary for the continuation of the debtor’s day-to-day business, including contracts for supplies or services that, if suspended, would lead to the debtor's activities being interrupted, or materially and detrimentally affected, or otherwise becoming substantially diminished, but shall exclude contracts of employment as regulated by the Employment and Industrial Relations Act;

"insolvency practitioner" means a person authorised to act as an insolvency practitioner in terms of the Insolvency Practitioners Act;

"Minister" means the minister responsible for the registration of commercial partnerships;

"official of the debtor" means:

(a) in relation to a debtor being a company formed and registered under Part V of the Companies Act, or a limited liability company formed in terms of the Commercial Partnerships Ordinance, or any director, or other person, by whatever name they may be called, carrying out substantially the same functions in relation to the direction of the company as those carried out by a director;

(b) in relation to a debtor being a commercial partnership formed and registered under Part III of the

Companies Act or the Commercial Partnerships Ordinance where applicable, any partner in whom the administration and representation of the partnership is vested;

(c) in relation to a debtor being a legal organisation not mentioned in paragraphs (i) or (ii), shall include any person, under whatever designation they may operate, who, whether alone or with others, is designated by the constitutive documents of the legal organisation or any other instrument, decision, order or arrangement binding on the legal organisation, as being vested with the administration and representation thereof, or through whom it is, or may be, exercised:

Provided that where the debtor is a natural person, any reference to the officials of the debtor shall be construed as referring to the debtor himself;

"restructuring" means the implementation of any measures aimed at preserving or restoring the debtor's economic viability, that may include changing the composition, conditions or structure of a debtor's assets and liabilities or any other part of the debtor's financial structure, sales of assets or parts of the business, the sale of the business as a going concern, as well as any necessary operational changes, or any combination of such elements.