(1) Subject to subsection (2), where it appears to the court that -
(a) a company is or is likely to be unable to pay its debts, and
(b) no resolution subsists for the winding up of the company, and
(c) no order has been made for the winding-up of the company,
it may, on application by petition presented, appoint an examiner to the company for the purpose of examining the state of the company's affairs and performing such duties in relation to the company as may be imposed by or under this Act.
(2) The court shall not make an order under this section unless it is satisfied that there is a reasonable prospect of the survival of the company and the whole or any part of its undertaking as a going concern.
(3) For the purposes of this section, a company is unable to pay its debts if -
(a) it is unable to pay its debts as they fall due,
(b) the value of its assets is less than the amount of its liabilities, taking into account its contingent and prospective liabilities, or