Winding up process of a company under company law

1. COMPANY LAW
TOPIC- Winding up of a Company

2. WINDING UP OF A COMPANY
 Process through which life of a Company comes to an
end.
 Winding up is the process in which the dissolution of
company is brought about and in the course of which
its assets are collected and realised…HALSBURRY
LAW OF ENGLAND

3. Under the process, the life of the company is
ended & its property is administered for the
benefits of the members & creditors. A
liquidator is appointed to realise the assets &
properties of the company. After payments of
the debts, is any surplus of assets is left out
they will be distributed among the members
according to their rights. Winding up does
not necessarily mean that the company is
insolvent. A perfectly solvent company may
be wound up by the approval of members in
a general meeting

4. MODES OF WINDING UP
WINDING UP
BY THE TRIBUNAL VOLUNTARY WINDING UP

5. BY THE TRIBUNAL
 PART 1 OF CHAPTER XX OF THE COMPANIES ACT,
2013
 SECTION 271: GROUNDS & CIRCUMSTANCES
I. does not pay the debts,
II. by passing a special resolution
III. if no revival and rehabilitation
IV. fraudulent manner
V. fails to submit annual returns and financial
statements

6.  SECTION 272: PETITION FOR WINDING UP
1. The company
2. Creditors of the company holding debentures might be a
trustee or not a trustee have appointed
3. Shareholders or the contributors of the company who is a
holder of the paid-up shares
4. Contingent or prospective creditors whose debts are unpaid
5. Registrar
6. Liquidators
7. The person authorized on behalf of the State or central
government

7. VOLUNTARY WINDING UP
 The Directors have to conduct an investigation into the affairs
of the company to ensure the company is solvent.
 The shareholders/partners have to approve the corporate
action in relation to the voluntary winding up of the corporate
and appoint an insolvency professional as the liquidator of the
corporate.
 A public announcement shall be made by the appointed
liquidator inviting claims from all the stakeholders of the
corporate
 The corporate shall cease to carry on its business on the
appointment of a liquidator except for its beneficial winding
up.

8. The liquidator shall collect, collate and verify
all claims and prepare a list of stakeholders.
The liquidator shall create a liquidation
estate; then realize and distribute all the
assets of the corporate.
The corporate shall be wound up from the
date of the dissolution order passed by the
National Company Law Tribunal (NCLT).

9. COMPULSORY WINDING UP
 WHEN UNABLE TO PAY DEBTS
 A COMPANY IS DEEMED TO BE UNABLE TO PAY
THE DEBTS IF THE FOLLOWING PARTIES FILE AN
ORIGINAL SUMMONS TO WIND UP A COMPANY

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