The document summarizes circumstances under which a company can be wound up by court in Pakistan according to the Companies Act 2017. It lists situations such as when a company passes a special resolution to wind up, defaults on regulatory filings or meetings, is unable to pay debts, or is conducting fraudulent activities. It also outlines procedures for petitions to wind up a company, the court's powers in hearings, and requirements to file court orders.
This document provides information about disclaiming onerous property and certain transfers being void during the winding up process under the Companies Act, 2013 in India. It includes definitions of key terms, an overview of sections 333-335 which allow a company liquidator to disclaim onerous property with court approval, notes certain transfers after winding up commencement are void, and that court approval is required for liquidators to make compromises. Forms to be used for various processes are also listed.
OBJECTIVE
Winding up is the final stage in the business cycle of a Company. It is the process of closing down the legal existence of a company. It can be done either by the Company on its own (voluntary winding up) or by an order passed by the Tribunal (compulsory winding up). The webinar covers the aspects of various provisions relating to liabilities for offences and frauds committed by Officers of the Company and certain aspects of maintenance of books and papers of the Company as enshrined in the Companies Act, 2013.
This document provides an overview of winding up procedures in Malaysia. It discusses winding up by court order, voluntary winding up, and the roles and powers of liquidators. Key points include:
- There are two modes of winding up - voluntary and by court order. Voluntary winding up can be initiated by members or creditors.
- A liquidator's roles include realizing company assets, paying creditors according to priority order, and distributing remaining assets to shareholders.
- Creditors are classified as secured, preferential, or unsecured. Preferential creditors such as employee wages are paid before unsecured creditors.
- Upon winding up completion, any surplus assets are distributed to shareholders according to their capital contribution and class rights.
This document outlines corporate law provisions regarding the appointment of inspectors to investigate the affairs of a company. Key points include:
- The corporate regulator (commission) can appoint inspectors under various circumstances, such as upon application from shareholders, a court order, or if the commission believes investigation is needed.
- Inspectors have broad powers to examine documents, summon witnesses, and investigate associated companies. Companies must assist inspectors.
- Inspectors report their findings, and the commission can then take actions like prosecuting individuals, removing directors, canceling contracts, or applying to wind up the company. Restrictions may also be placed on share transfers.
How foreign company establishes place of business in singaporeDVSResearchFoundatio
OBJECTIVE
Companies in Singapore are governed by the laws of Companies Act (the Act), originally enacted in 1967 and which has undergone significant amendments in 2014 and 2017. The Accounting and Corporate Regulatory Authority (ACRA) is the national regulator of business entities and corporate service providers in Singapore. A foreign company may carry on business in Singapore by transferring that Company’s registration from foreign country to Singapore or by registering the branch of the foreign Company in Singapore. In this webinar, we shall understand the provisions pertaining to registering the branch of a Foreign Company in Singapore as enshrined in the Act.
This document summarizes key provisions of the Indian Companies Act of 1956 related to winding up companies. It discusses winding up by the court, including circumstances for winding up by the court and deeming a company unable to pay debts. It covers commencement of winding up, powers of the court including staying proceedings, and consequences of a winding up order. It also discusses official liquidators, their appointment, and their role in winding up proceedings overseen by the court.
The document discusses the appointment and roles of liquidators in the winding up of companies under the Companies Act, 2013 and Insolvency and Bankruptcy Code. It defines key terms and outlines that official liquidators are appointed by the central government while company liquidators are appointed by the National Company Law Tribunal. It describes the powers and duties of official liquidators, company liquidators, and resolution professionals. It also provides an example of a relevant judicial precedent related to re-examination of a creditor's claim by an official liquidator.
1. The document discusses procedures for deregistration, receivership, and winding up of companies under Malaysian law.
2. Deregistration can be initiated by the Companies Commission of Malaysia, a written application from the company, or if the company is undergoing winding up. Receivership involves the appointment of a receiver to take control of company assets charged as security.
3. Winding up is the process of liquidating a company's assets and distributing proceeds to creditors or shareholders. It can be voluntary or compulsory, and involves appointing a liquidator to oversee the process.
This document provides information about disclaiming onerous property and certain transfers being void during the winding up process under the Companies Act, 2013 in India. It includes definitions of key terms, an overview of sections 333-335 which allow a company liquidator to disclaim onerous property with court approval, notes certain transfers after winding up commencement are void, and that court approval is required for liquidators to make compromises. Forms to be used for various processes are also listed.
OBJECTIVE
Winding up is the final stage in the business cycle of a Company. It is the process of closing down the legal existence of a company. It can be done either by the Company on its own (voluntary winding up) or by an order passed by the Tribunal (compulsory winding up). The webinar covers the aspects of various provisions relating to liabilities for offences and frauds committed by Officers of the Company and certain aspects of maintenance of books and papers of the Company as enshrined in the Companies Act, 2013.
This document provides an overview of winding up procedures in Malaysia. It discusses winding up by court order, voluntary winding up, and the roles and powers of liquidators. Key points include:
- There are two modes of winding up - voluntary and by court order. Voluntary winding up can be initiated by members or creditors.
- A liquidator's roles include realizing company assets, paying creditors according to priority order, and distributing remaining assets to shareholders.
- Creditors are classified as secured, preferential, or unsecured. Preferential creditors such as employee wages are paid before unsecured creditors.
- Upon winding up completion, any surplus assets are distributed to shareholders according to their capital contribution and class rights.
This document outlines corporate law provisions regarding the appointment of inspectors to investigate the affairs of a company. Key points include:
- The corporate regulator (commission) can appoint inspectors under various circumstances, such as upon application from shareholders, a court order, or if the commission believes investigation is needed.
- Inspectors have broad powers to examine documents, summon witnesses, and investigate associated companies. Companies must assist inspectors.
- Inspectors report their findings, and the commission can then take actions like prosecuting individuals, removing directors, canceling contracts, or applying to wind up the company. Restrictions may also be placed on share transfers.
How foreign company establishes place of business in singaporeDVSResearchFoundatio
OBJECTIVE
Companies in Singapore are governed by the laws of Companies Act (the Act), originally enacted in 1967 and which has undergone significant amendments in 2014 and 2017. The Accounting and Corporate Regulatory Authority (ACRA) is the national regulator of business entities and corporate service providers in Singapore. A foreign company may carry on business in Singapore by transferring that Company’s registration from foreign country to Singapore or by registering the branch of the foreign Company in Singapore. In this webinar, we shall understand the provisions pertaining to registering the branch of a Foreign Company in Singapore as enshrined in the Act.
This document summarizes key provisions of the Indian Companies Act of 1956 related to winding up companies. It discusses winding up by the court, including circumstances for winding up by the court and deeming a company unable to pay debts. It covers commencement of winding up, powers of the court including staying proceedings, and consequences of a winding up order. It also discusses official liquidators, their appointment, and their role in winding up proceedings overseen by the court.
The document discusses the appointment and roles of liquidators in the winding up of companies under the Companies Act, 2013 and Insolvency and Bankruptcy Code. It defines key terms and outlines that official liquidators are appointed by the central government while company liquidators are appointed by the National Company Law Tribunal. It describes the powers and duties of official liquidators, company liquidators, and resolution professionals. It also provides an example of a relevant judicial precedent related to re-examination of a creditor's claim by an official liquidator.
1. The document discusses procedures for deregistration, receivership, and winding up of companies under Malaysian law.
2. Deregistration can be initiated by the Companies Commission of Malaysia, a written application from the company, or if the company is undergoing winding up. Receivership involves the appointment of a receiver to take control of company assets charged as security.
3. Winding up is the process of liquidating a company's assets and distributing proceeds to creditors or shareholders. It can be voluntary or compulsory, and involves appointing a liquidator to oversee the process.
1) A liquidator is appointed to wind up a company's affairs and administer its assets for the benefit of creditors and shareholders. The liquidator's powers include instituting legal proceedings, carrying on the company's business, and selling the company's property and assets.
2) A provisional liquidator may be appointed before a winding up order if the company's assets are at risk of being diverted or if the company is non-functioning with accumulating debts.
3) The liquidator can disclaim onerous property like unprofitable contracts or unsaleable assets within 12 months to relieve the company of future obligations or losses.
Llb ii cl u 4 winding up and corporate liabilityRai University
The document summarizes key aspects of winding up and corporate liability under Indian company law. It discusses the three methods of winding up a company: compulsory by court order, voluntary by members/creditors, and voluntary with court supervision. Compulsory winding up can be initiated for reasons like insolvency or shareholder complaint. Voluntary winding up is initiated by shareholder or creditor resolution. The roles of liquidators and official liquidators in managing the process are also outlined, along with distribution of assets according to priority of claims. Consequences of winding up include transfer restrictions and notice of discharge for officers.
DISQUALIFIED DIRECTORS ANTICIPATE RELIEF FROM BOMBAY HCDishaShah147
1. The Bombay High Court has tagged all pending writ petitions regarding director disqualifications and scheduled a hearing for them on July 10, 2019.
2. In 2016, the Indian government's demonetization initiative led to the discovery of over 300,000 shell companies. As a result, the Ministry of Corporate Affairs struck over 2.17 lakh companies from the register and disqualified over 3.19 lakh individuals from directorships for failing to comply with regulations.
3. Directors can be disqualified under section 164 of the Companies Act for reasons like a company not filing financial statements or annual returns for three continuous years. Filing a writ petition with the high court or reviving the company through the
Business law- Winding up of company ppt-Dr. Kokila Saxenakokilasaxena
The document discusses the winding up process of a company in India. It explains that winding up is the process by which a company ends its operations and distributes any remaining assets to creditors and shareholders. There are three types of winding up - compulsory, voluntary, and voluntary under court supervision. The document provides details on the grounds and procedures for each type of winding up.
OBJECTIVE
Winding up is the final stage in the business cycle of a Company. It is the process of closing down the legal existence of a company. It can be done either by the Company on its own (voluntary winding up) or by an order passed by the Tribunal (compulsory winding up). The webinar covers the aspects of various provisions involved in winding up as enshrined in Companies Act, 2013 along with judicial precedents.
1) The document discusses the provisions around the appointment, disqualification, removal and resignation of auditors under the Companies Act 2013. It covers topics like appointment of the first auditor, appointment of subsequent auditors, eligibility and disqualifications of auditors, removal of auditors, and resignation of auditors.
2) Key details include that the first auditor must be appointed by the board within 30 days for most companies and 60 days for government companies, and subsequent auditors are appointed at the AGM. Auditors can be removed only by special resolution and with approval of the central government.
3) Upon resignation, an auditor must file a statement within 30 days indicating the reasons for resignation with the company and registr
The Registrar of Companies has various roles and responsibilities according to the Companies Act, including:
1. Registering companies and allotting them a corporate identity number.
2. Receiving notices and documents regarding changes to a company's name, registered office, directors, share capital, charges, annual returns, financial statements, and more.
3. Maintaining registers related to charges on companies' assets, directors, and other records.
4. Registering prospectuses, schemes of arrangement, and other documents as required by law.
5. Initiating actions like removing a company's name from the register or prosecuting non-compliant individuals if companies do not abide by legal requirements
The document discusses the circumstances and process of winding up a company according to the Companies Act 2013. It outlines several key points:
- Winding up is the process of legally closing a company by having a liquidator take control of its assets and settle debts with funds from selling off assets.
- A company can be wound up by order of the tribunal under various circumstances like insolvency, ceasing business operations, or acting against public interest.
- An interested party like shareholders, creditors, or the registrar can file a petition to wind up a company with the tribunal.
- The tribunal will then review the petition and supporting documents, and make an order within 90 days to either
This document provides an overview of the Companies Act 2013 which includes 29 chapters and 470 sections. It summarizes the key aspects of each chapter such as the sections covered, whether rules have been notified, and any sections that have not yet been notified. The chapters covered include incorporation of a company, share capital and debentures, acceptance of deposits, registration of charges, management and administration, and declaration and payment of dividend.
The document outlines statutory duties imposed on directors and officers of companies by corporate legislation. It discusses requirements such as obtaining shareholder approval for substantial acquisitions/disposals of company property, issuing shares, holding a statutory meeting for public companies within 3 months of operations, and producing a statutory report with financial details for shareholders. Failure to comply with these duties can result in penalties such as fines or imprisonment for directors.
This document summarizes key provisions around the registration of charges under the Singapore Companies Act. It discusses the duty of companies to register existing and new charges, what types of charges require registration, timelines for registration, details to be included in the register of charges maintained by the Registrar, rectification of errors or omissions, and penalties for non-compliance. The document is divided into sections that correspond to relevant sections of the Companies Act, with each section outlining requirements, exceptions, and consequences related to the registration of charges on company property.
Here are the key steps to solve this problem:
1. Prepare a Statement of Affairs showing the estimated realizable value of assets and liabilities.
2. Classify assets as specifically pledged or not specifically pledged. Estimate surplus/deficiency from specifically pledged assets.
3. Estimate total assets available for preferential creditors, debenture holders, and unsecured creditors.
4. List secured, preferential, debenture holder, and unsecured creditors and estimate surplus/deficiency for each class.
5. Distribute estimated surplus in order of priority - secured creditors, preferential creditors, debenture holders, unsecured creditors.
6. Prepare a summary showing distribution of assets and estimated surplus/def
U/S 224(7) Companies Act, 1956 outlines the process for removing an auditor before the expiration of their term. An auditor appointed at an AGM can only be removed via a shareholder resolution at an EGM with the previous approval of the Central Government. The steps include: giving 14 days notice by a shareholder, obtaining eligibility certification for a new auditor, passing board resolutions, intimating the auditor in writing, holding an EGM to pass removal and appointment resolutions, applying to the Regional Director with supporting documents, and notifying the new auditor upon approval.
The document defines a prospectus and outlines what companies must issue one when offering shares or debentures to the public. It discusses the classes of prospectus, matters that must be specified in a prospectus like company information and financials, reports that must be included, expert opinions, and liabilities for misstatements. Companies must get regulatory approval and register their prospectus, which becomes a legally binding document for investors.
This document discusses the different modes of winding up a company according to the Indian Companies Act of 1956. It can be wound up through compulsory winding up by the court, members' voluntary winding up, or creditors' voluntary winding up. The document provides details on the procedures and requirements for each type of winding up. It explains key terms like compulsory winding up, contributory, liquidator, and their roles in the winding up process.
OBJECTIVE
Companies in Singapore are governed by the laws of Companies Act (the Act), originally enacted in 1967 and which has undergone significant amendments in 2014 and 2017. The Accounting and Corporate Regulatory Authority (ACRA) is the national regulator of business entities and corporate service providers in Singapore. A foreign company may carry on business in Singapore by transferring that Company’s registration from foreign country to Singapore or by registering the branch of the foreign Company in Singapore. In this webinar, transfer of registration of foreign corporate entity to Singapore is covered. The provisions of Transfer of Registration are governed by Part XA of the Act read with Companies (Transfer of Registration) Regulations 2017.
The document discusses various aspects of winding up companies in Pakistan. It defines winding up as the process of dissolving a company by having its assets collected and realized to pay off debts, with any surplus returned to shareholders. There are different types of winding up, including compulsory by court order, voluntary, and supervision of voluntary winding up by the court. Those who can ask for winding up include the company, creditors, shareholders, registrar, and others authorized. The purposes of winding up are to examine accounts, liquidate assets, pay taxes/wages/debts in order of priority, ensure equal treatment of creditors, and distribute remaining property to members.
This document discusses different types of company winding up processes in Malaysia. There are two main types: compulsory liquidation, which is initiated by a court order; and voluntary winding up, which can be initiated by shareholders or creditors. A members' voluntary winding up occurs when shareholders initiate winding up of a solvent company. A creditors' voluntary winding up occurs when directors initiate winding up of an insolvent company where assets are insufficient to pay debts. The document provides details on the procedures and definitions of these different types of company winding up.
This document summarizes key provisions around the appointment and removal of auditors under Section 139-140 of the Companies Act 2013. It discusses the periods of appointment for individual and audit firm auditors, requirements around rotation of auditors and filling casual vacancies. It also outlines the process for reappointing retiring auditors, circumstances allowing removal of auditors before the end of their term, requirements for auditor resignation, and removal of auditors by the central government.
The document discusses the process of winding up or dissolving a company in India. It can be done either voluntarily through a resolution of shareholders/creditors or compulsory through an order of the court. The liquidator takes control of the company's assets and property to pay off debts and distribute any surplus to shareholders. Various grounds for voluntary and compulsory winding up are provided, along with priority of payments of liabilities and special provisions for different types of companies like government companies and foreign companies.
The document discusses the different modes of winding up a company in India. There are three main types of winding up: (1) compulsory winding up ordered by the court, (2) members' voluntary winding up when a company is solvent, and (3) creditors' voluntary winding up when a company is insolvent. The key steps and procedures for each type of winding up are described, including who can initiate winding up, the roles of liquidators, notices required to be filed, and powers/duties after winding up commences.
The document discusses the meaning, modes, and effects of winding up a company in India. Winding up is the process of ending a company's legal existence and liquidating its assets. It can be initiated either by the tribunal (court) or voluntarily through a shareholder resolution. The tribunal can order winding up if the company cannot pay debts, shareholders approve, or for other legal violations. Voluntary winding up involves shareholder approval, creditor meetings, regulatory filings, liquidating assets, and tribunal approval to officially dissolve the company. Both types of winding up cease the company's operations but maintain its legal status until fully dissolved.
1) A liquidator is appointed to wind up a company's affairs and administer its assets for the benefit of creditors and shareholders. The liquidator's powers include instituting legal proceedings, carrying on the company's business, and selling the company's property and assets.
2) A provisional liquidator may be appointed before a winding up order if the company's assets are at risk of being diverted or if the company is non-functioning with accumulating debts.
3) The liquidator can disclaim onerous property like unprofitable contracts or unsaleable assets within 12 months to relieve the company of future obligations or losses.
Llb ii cl u 4 winding up and corporate liabilityRai University
The document summarizes key aspects of winding up and corporate liability under Indian company law. It discusses the three methods of winding up a company: compulsory by court order, voluntary by members/creditors, and voluntary with court supervision. Compulsory winding up can be initiated for reasons like insolvency or shareholder complaint. Voluntary winding up is initiated by shareholder or creditor resolution. The roles of liquidators and official liquidators in managing the process are also outlined, along with distribution of assets according to priority of claims. Consequences of winding up include transfer restrictions and notice of discharge for officers.
DISQUALIFIED DIRECTORS ANTICIPATE RELIEF FROM BOMBAY HCDishaShah147
1. The Bombay High Court has tagged all pending writ petitions regarding director disqualifications and scheduled a hearing for them on July 10, 2019.
2. In 2016, the Indian government's demonetization initiative led to the discovery of over 300,000 shell companies. As a result, the Ministry of Corporate Affairs struck over 2.17 lakh companies from the register and disqualified over 3.19 lakh individuals from directorships for failing to comply with regulations.
3. Directors can be disqualified under section 164 of the Companies Act for reasons like a company not filing financial statements or annual returns for three continuous years. Filing a writ petition with the high court or reviving the company through the
Business law- Winding up of company ppt-Dr. Kokila Saxenakokilasaxena
The document discusses the winding up process of a company in India. It explains that winding up is the process by which a company ends its operations and distributes any remaining assets to creditors and shareholders. There are three types of winding up - compulsory, voluntary, and voluntary under court supervision. The document provides details on the grounds and procedures for each type of winding up.
OBJECTIVE
Winding up is the final stage in the business cycle of a Company. It is the process of closing down the legal existence of a company. It can be done either by the Company on its own (voluntary winding up) or by an order passed by the Tribunal (compulsory winding up). The webinar covers the aspects of various provisions involved in winding up as enshrined in Companies Act, 2013 along with judicial precedents.
1) The document discusses the provisions around the appointment, disqualification, removal and resignation of auditors under the Companies Act 2013. It covers topics like appointment of the first auditor, appointment of subsequent auditors, eligibility and disqualifications of auditors, removal of auditors, and resignation of auditors.
2) Key details include that the first auditor must be appointed by the board within 30 days for most companies and 60 days for government companies, and subsequent auditors are appointed at the AGM. Auditors can be removed only by special resolution and with approval of the central government.
3) Upon resignation, an auditor must file a statement within 30 days indicating the reasons for resignation with the company and registr
The Registrar of Companies has various roles and responsibilities according to the Companies Act, including:
1. Registering companies and allotting them a corporate identity number.
2. Receiving notices and documents regarding changes to a company's name, registered office, directors, share capital, charges, annual returns, financial statements, and more.
3. Maintaining registers related to charges on companies' assets, directors, and other records.
4. Registering prospectuses, schemes of arrangement, and other documents as required by law.
5. Initiating actions like removing a company's name from the register or prosecuting non-compliant individuals if companies do not abide by legal requirements
The document discusses the circumstances and process of winding up a company according to the Companies Act 2013. It outlines several key points:
- Winding up is the process of legally closing a company by having a liquidator take control of its assets and settle debts with funds from selling off assets.
- A company can be wound up by order of the tribunal under various circumstances like insolvency, ceasing business operations, or acting against public interest.
- An interested party like shareholders, creditors, or the registrar can file a petition to wind up a company with the tribunal.
- The tribunal will then review the petition and supporting documents, and make an order within 90 days to either
This document provides an overview of the Companies Act 2013 which includes 29 chapters and 470 sections. It summarizes the key aspects of each chapter such as the sections covered, whether rules have been notified, and any sections that have not yet been notified. The chapters covered include incorporation of a company, share capital and debentures, acceptance of deposits, registration of charges, management and administration, and declaration and payment of dividend.
The document outlines statutory duties imposed on directors and officers of companies by corporate legislation. It discusses requirements such as obtaining shareholder approval for substantial acquisitions/disposals of company property, issuing shares, holding a statutory meeting for public companies within 3 months of operations, and producing a statutory report with financial details for shareholders. Failure to comply with these duties can result in penalties such as fines or imprisonment for directors.
This document summarizes key provisions around the registration of charges under the Singapore Companies Act. It discusses the duty of companies to register existing and new charges, what types of charges require registration, timelines for registration, details to be included in the register of charges maintained by the Registrar, rectification of errors or omissions, and penalties for non-compliance. The document is divided into sections that correspond to relevant sections of the Companies Act, with each section outlining requirements, exceptions, and consequences related to the registration of charges on company property.
Here are the key steps to solve this problem:
1. Prepare a Statement of Affairs showing the estimated realizable value of assets and liabilities.
2. Classify assets as specifically pledged or not specifically pledged. Estimate surplus/deficiency from specifically pledged assets.
3. Estimate total assets available for preferential creditors, debenture holders, and unsecured creditors.
4. List secured, preferential, debenture holder, and unsecured creditors and estimate surplus/deficiency for each class.
5. Distribute estimated surplus in order of priority - secured creditors, preferential creditors, debenture holders, unsecured creditors.
6. Prepare a summary showing distribution of assets and estimated surplus/def
U/S 224(7) Companies Act, 1956 outlines the process for removing an auditor before the expiration of their term. An auditor appointed at an AGM can only be removed via a shareholder resolution at an EGM with the previous approval of the Central Government. The steps include: giving 14 days notice by a shareholder, obtaining eligibility certification for a new auditor, passing board resolutions, intimating the auditor in writing, holding an EGM to pass removal and appointment resolutions, applying to the Regional Director with supporting documents, and notifying the new auditor upon approval.
The document defines a prospectus and outlines what companies must issue one when offering shares or debentures to the public. It discusses the classes of prospectus, matters that must be specified in a prospectus like company information and financials, reports that must be included, expert opinions, and liabilities for misstatements. Companies must get regulatory approval and register their prospectus, which becomes a legally binding document for investors.
This document discusses the different modes of winding up a company according to the Indian Companies Act of 1956. It can be wound up through compulsory winding up by the court, members' voluntary winding up, or creditors' voluntary winding up. The document provides details on the procedures and requirements for each type of winding up. It explains key terms like compulsory winding up, contributory, liquidator, and their roles in the winding up process.
OBJECTIVE
Companies in Singapore are governed by the laws of Companies Act (the Act), originally enacted in 1967 and which has undergone significant amendments in 2014 and 2017. The Accounting and Corporate Regulatory Authority (ACRA) is the national regulator of business entities and corporate service providers in Singapore. A foreign company may carry on business in Singapore by transferring that Company’s registration from foreign country to Singapore or by registering the branch of the foreign Company in Singapore. In this webinar, transfer of registration of foreign corporate entity to Singapore is covered. The provisions of Transfer of Registration are governed by Part XA of the Act read with Companies (Transfer of Registration) Regulations 2017.
The document discusses various aspects of winding up companies in Pakistan. It defines winding up as the process of dissolving a company by having its assets collected and realized to pay off debts, with any surplus returned to shareholders. There are different types of winding up, including compulsory by court order, voluntary, and supervision of voluntary winding up by the court. Those who can ask for winding up include the company, creditors, shareholders, registrar, and others authorized. The purposes of winding up are to examine accounts, liquidate assets, pay taxes/wages/debts in order of priority, ensure equal treatment of creditors, and distribute remaining property to members.
This document discusses different types of company winding up processes in Malaysia. There are two main types: compulsory liquidation, which is initiated by a court order; and voluntary winding up, which can be initiated by shareholders or creditors. A members' voluntary winding up occurs when shareholders initiate winding up of a solvent company. A creditors' voluntary winding up occurs when directors initiate winding up of an insolvent company where assets are insufficient to pay debts. The document provides details on the procedures and definitions of these different types of company winding up.
This document summarizes key provisions around the appointment and removal of auditors under Section 139-140 of the Companies Act 2013. It discusses the periods of appointment for individual and audit firm auditors, requirements around rotation of auditors and filling casual vacancies. It also outlines the process for reappointing retiring auditors, circumstances allowing removal of auditors before the end of their term, requirements for auditor resignation, and removal of auditors by the central government.
The document discusses the process of winding up or dissolving a company in India. It can be done either voluntarily through a resolution of shareholders/creditors or compulsory through an order of the court. The liquidator takes control of the company's assets and property to pay off debts and distribute any surplus to shareholders. Various grounds for voluntary and compulsory winding up are provided, along with priority of payments of liabilities and special provisions for different types of companies like government companies and foreign companies.
The document discusses the different modes of winding up a company in India. There are three main types of winding up: (1) compulsory winding up ordered by the court, (2) members' voluntary winding up when a company is solvent, and (3) creditors' voluntary winding up when a company is insolvent. The key steps and procedures for each type of winding up are described, including who can initiate winding up, the roles of liquidators, notices required to be filed, and powers/duties after winding up commences.
The document discusses the meaning, modes, and effects of winding up a company in India. Winding up is the process of ending a company's legal existence and liquidating its assets. It can be initiated either by the tribunal (court) or voluntarily through a shareholder resolution. The tribunal can order winding up if the company cannot pay debts, shareholders approve, or for other legal violations. Voluntary winding up involves shareholder approval, creditor meetings, regulatory filings, liquidating assets, and tribunal approval to officially dissolve the company. Both types of winding up cease the company's operations but maintain its legal status until fully dissolved.
The document summarizes the different modes of winding up a company in India. It discusses compulsory winding up by the court, voluntary winding up, and voluntary winding up subject to court supervision. Compulsory winding up can be initiated by the court under various circumstances such as inability to pay debts, or when it is just and equitable. Voluntary winding up can be done via an ordinary or special resolution and is divided into members' voluntary winding up and creditors' voluntary winding up. The roles of liquidators, committees of inspection and other procedures are also outlined.
The document summarizes the different modes of winding up a company in India. It discusses compulsory winding up by the court, voluntary winding up, and voluntary winding up subject to court supervision. Compulsory winding up can be initiated by the court under various circumstances such as inability to pay debts, or when it is just and equitable. Voluntary winding up can be done via an ordinary or special resolution and is divided into members' voluntary winding up and creditors' voluntary winding up. The roles of liquidators, committees of inspection and other procedures are also outlined.
Characteristics of Insolvency Act 2063 - Nepal by Prajwal BhattaraiPrajwal Bhattarai
The court can order to appoint a qualified person to fill vacant position if the office of the restructuring manager or liquidator falls vacant due to suspension or cancellation of license by court. (s 67)
The court fixes the remuneration of inquiry official, restructuring manager or liquidator if it can’t be fixed by the meeting of creditors from time to time. (s 68)
The court has the power to remove a restructuring manager or liquidator if they fail to execute duties prescribed or if their conduct is found to be contrary to the Act. However, the latter is given the chance to defend himself. (s 70)
The court can inquire a restructuring manager or liquidator for any action done or taken by him or her and in such an event, the latter has to reply promptly. (s 71)
The document discusses various aspects of winding up companies in India. It begins by defining winding up and dissolution, and outlines the key differences. It then discusses reasons for winding up a company and the different modes of winding up, including compulsory winding up ordered by the court, and voluntary winding up by members or creditors. The roles and powers of liquidators and the court during the winding up process are also summarized.
The document discusses the process of winding up or liquidation of a company under the Companies Act, 2013. It provides details on the different modes of winding up a company including voluntary winding up and winding up by the tribunal. It outlines the key provisions regarding the appointment of a liquidator, their powers and duties. These include taking over assets, recovering claims, selling property to pay off debts and distributing the remaining assets. The process aims to conclude the company's affairs and dissolve it in an orderly manner.
winding companies.pptx company law and processDeepak Tandon
The document discusses the winding up process for companies in India according to the Companies Act 2013. It defines winding up as the process of ending or dissolving a business by selling assets, paying off creditors, and distributing remaining assets. There are two types of winding up - voluntary, initiated by shareholders or creditors, and compulsory, initiated by the tribunal. The tribunal can order winding up if the company is unable to pay debts, has acted against national interests, or has not filed financial statements for 5 years. The process involves board and shareholder resolutions, appointing a liquidator, settling debts and distributing assets, auditing accounts, and applying to the tribunal for dissolution.
Key Takeaways:
Restrictions on allotment and commencement of business
Allotment of shares by private and public companies
Rights and powers attaching shares
Issue of shares with differential voting rights
This document presents information on share capital from Sections 30-58 and 71-74 of the Companies Act. It discusses reduction of share capital, variation of shareholder rights, reserve capital, restrictions on a company purchasing its own shares, application to court for share capital reduction, objections from creditors, and penalties for non-compliance. It also summarizes the rights of holders of special classes of shares and how an unlimited company can provide for reserve share capital.
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Dear All
As you all know 98 sections of the Companies Act 2013 has been implemented w.e.f. 12th Sep 2013, therefore all ROC are asking changes in AOA. I am sharing a draft form of AOA. Kindly note that there is no change in MOA you can still use the old MOA.
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1. COMPANY ACT 2017: WINDING
UP BY COURT page(161-170)
Presented By:
Sana Ullah, Roll no 26
Quaid-e-Azam College of Commerce
2. 301. Circumstances in which a company may be wound up by Court
A company may be wound up by the court:
(a) If the company has, by special resolution, resolved that
the company be windup by the court; Or
(b) If default is made in delivering the statutory report to the
registrar or in holding statutory meeting; or
(c) If default is made in holding any two consecutive annual
general meeting; or
(d) If default is made in filing financial statement or annual
return for immediately preceding two consecutive financial
year; or
(e) if the number of member is reduced incase of ; or
(f) if the company is unable to pay its debts ; or
3. Circumstances in which con….
(g) If the company is:
i. conceived or brought forth for, or is or has been caring on unlawful or
fraudulent activities: or
ii. carrying on business prohibited by any law in force, or restricted by
any law, rules or regulation for the time being in force in Pakistan; or
iii. conducting its business oppressive to the minority member concerned
with the promotion or formation of company; or
iv. run and managed by person who fail to maintain proper and true
accounts, or commit fraud, misfeasance or malfeasance in relation to
the company
v. managed be person who refuse to act according to the requirement
of memorandum or articles or provision of this act or failed to carry
out the direction or decision of commission or the registrar; or
4. Circumstances in which con….
h) If being listed company, it ceases to be such company; or
i) If the court is of opinion that its just and equitable that the
company should be wound up
j) If company’s member has finished; or
k) If the sole business of a company is licensed activity and shutoff
their operations upon cancellation of license granted by
commission or any other licensing authority; or
l) If a license granted under sec 42 to a company has been revoked or
such company has failed to comply any of the provision of sec 43 or
where a company licensed under sec 42 is being wound up
voluntarily and the liquidator has failed winding up proceeding
within a period of one year from the date of commencement of its
winding up; or
m)If a listed company suspends/stop its business for whole year.
5. 1) The promotion or carrying on of any scheme or business can be described:
Explanations of terminologies
a) Where in return for deposit or contribution, whether periodically or otherwise,
of sum of money in cash or by means of coupons, certificates, tickets or other
documents, payment, at future date or grant of property, right or benefit,
directly or indirectly, and whether with or without any right or benefit determine
by chance of lottery or any other like manner, is assured or promised;
b) Raising up un-authorised deposit deposits from the general public, indulging
referral marketing, MLM, pyramid and ponzi Scheem, in locally or internationally,
c) Any other business notified by commission to be against public policy
Shall be deemed to be unlawful
2) Minority member means member together not holding less than 10% equity shares
capital of the company.
6. 302. Company when deemed unable to pay its debts.
A company shall be deemed unable to pay its debt:
a) If a creditor, to whom the company is indebted amount more than
100,000 Rs but he/she notify the company, to pay the due amount
through the registered post office or at its registered office and the
company has for thirty days neglected to pay the due amounts, and did
not satisfy the creditor; or
b) If prove to the satisfaction of court that the company is unable to pay
its debts, in determining whether a company is unable to pay its debts,
the court shall take into account the contingent or prospective liabilities
of the company or:
c) Execution or other processes issued on a decree or order of any court
or any other competent authority in favour of creditors is return un
satisfied in whole or part
(2) The demand referred to in clause aforesaid clause 1 shall be deemed
to have been given on creditor hand if is signed by agent or by legal
advisor
7. 303. Transfer of proceeding to another court:
If it thinks fit, the court may direct all
subsequent proceedings to be held in any
other high court with the consent of any
such court for the purpose of winding of a
company, the ‘court’ shall be deemed within
the meaning of this act, shall have all power
and jurisdiction.
8. Petition for winding up
304. Provisions as to application for winding up:
Application for winding up to the court shall be petition
presented, subject to provision of this section, either by
company, or by any creditor or creditors (including any
contingent or prospective creditor or creditors) or by
contributory or contributories, or by all or any of the
aforesaid parties, together or separately or by the registrar,
or by the commission or by a person authorized by
commission:
9. Petition for winding up con….
Provided that___
a) A contributory shall not be entitled to present a petition unless
i. either the number of member is reduced,
ii. the shares in respect of which he is contributory or some of them
either originally allotted to him or have been held by him, and
registered in his name, for at least one hundred and eighty days
during the 18 month before the commencement of winding up, or
have or transfer to him through the death of formal holder
b) The registrar shall not be entitled to present a petition for
winding up unless the previous sanction of the commission has
been obtain to the presentation of petition:
10. c) The commission or person authorized by him shall not be entitled to
present petition, unless and investigation to affairs of the company, has
revealed that it was formed for any fraudulent or unlawful purpose or
carrying on a business not authorized by its memorandum or oppressive
to any member, or the management has been guilty of fraud, mis-
feasance or misconduct towards its company or towards its member;
such petition will not be presented by the commission unless the
company has been afforded an opportunity of being heard:
Petition for winding up con….
Provided that if sole business of the company is the licensed
activity and that licensed is revoked, no investigation is required to
present the petition for Winding up of the company
11. Petition for winding up con….
(d) The court shall not give a hearing to petition for winding up a company
by a contingent or prospective creditor until security for costs has been
given as the court thing reasonable, and until prima facie case for winding
up has been established to the satisfaction of the court:
(e) the Court shall not give a hearing to a petition for winding up a company by the
company until the company has furnished with its petition, in the prescribed
manner the particulars of its assets and liabilities and business operations and the
suits or proceedings pending against it.
12. 305. Right to present petition where company is being
wound up voluntarily or subject to supervision of court
1)Where such any of the modes is adopted for
winding up, a petition may be presented by any of
the person specify in section 304 and subject to
provision of that section.
2)The court shall not make winding up order a petition
presented under subsection (1) unless it is satisfied
that the voluntary winding up or subject to
supervision of court can not be continued with the
interests of creditor or contributories or both in
public interest to do.
13. 306.Commencement of winding up by court:
A winding of a company shall be deemed to
commence at the time of presentation of petition
for the winding up
Power of court in hearing application
307. Court may grant injunction : the court may
at any time after presentation of petition for
winding up under this act and before making an
order for winding up, upon application of
company itself of any its creditors or
contributories, restrain further proceeding
against the company, upon such term as the
court thin may fit.
14. 308:Power of court on hearing petition:
The court may, on receipt of petition for winding up
pass the following order:
a)Dismiss it with or without cost
b)Make an interim order as it think fit
c)Appoint a provisional manager of the company
till the making of winding order;
d)Make an order for the wining up of the
company with or with out costs; or
e)Any other order as it think fit:
15. 308:Power of court on hearing petition on
hearing petition:
Provided that order shall be made within in ninety days from the
date of presentation of petition
Provided further that before appointing a provisional manager,
the court shall give notice to the company for his
representation.
Provided also that the court shall not refuse to make winding up
order on the ground only the company have been mortgaged for
an equal amount or excess of those assets.
9) Where a petition is presented only on the ground that its just
and equitable to be wound up the court may refuse to make an
order, because of thy neglecting other remedies.
3) Where the court makes an order, Shall forthwith cause
intimation thereof to send to official liquidator appointed by it
and to registrar.
16. 309. Copy of winding up order to be filed with
registrar.____
(1)within fifteen days from the date of making of
order, the petitioner in the winding up proceedings and the
company shall file a certified copy of order with the registrar.
(2) If default is made in complying with the forgoing provision,
the petitioner, as the case may require, the company and
every officer of the company who is in default, shall be liable
to a penalty of level 1 on the standard scale.
(3) On filing of a certified copy of winding up order, the
registrar shall forthwith make a minute thereof in his book
relating to a company and shall notify in the official Gazette
that such on order has been made.
(4) Such order deemed to be notice of discharge of the
employees of the company , except when the business is
continued.
17. 310. Suit stayed in the winding
up order___
1. When an order has been made or a provisional manager has
been appointed, no suit or other legal proceeding shall be
proceeded with or against the company except by leave of
court, and subject to such terms as the court may impose.
2. The court which is winding up the company shall,
notwithstanding anything contained any other law for the
time being , have jurisdiction to entertain, or dispose of, any
suit proceeding against the company.
3. Any suit proceeding against the company which is pending
in any court other than that in which the winding up of
company is proceeding, notwithstanding any thing
contained in other law for the time being enforce, be
transferred to and dispose of by the court.
18. 311. Court may require expeditious disposal of
suit____
Notwithstanding any thing contained in any other law____
a) If any suit or proceedings, including an appeal, by or against the company
which is allowed to proceeded with in any other court other than the court
which is winding up of a company is proceeding, the court may issue
directions to other court if that court is subordinate to it, and make request
of expeditious disposal of to that other court in which proceeding is pending
by or against the company; and
b) If any proceeding including proceedings for assessment or recovery of tax,
duty or levies or appeal or review petitions against any order is pending or is
likely to instituted, before any officer, authority or other body, the court may
issue direction to authority, officer or other body, for expeditious disposal of
suit of the said proceeding.
c) Upon issue of direction to the authority etc to whom the same is addressed
shall, notwithstanding any thing contained, proceed to dispose of the said
suit or other proceeding expeditiously dispose of by according t special
priority, and shall inform the court issuing the direction.
19. 312.Effect of winding up order.___
An order for winding up a company shall operate in favour of
all creditors and of all contributories, the company as if made
on the joint petition of a creditor and of a contributory.
313. Power of court to stay of winding
up.____
the Court may at any time not letter than 3 years after
an order of winding up, an application of creditor or
contributory or of registrar or the commission or a person
authorized by it, and on proof to the satisfaction of the court
that all proceedings in relation to winding up ought to be
stayed, the court shall stayed, withdrawn, cancelled or
revoked, make an order on such terms and condition as the
court think fit.
20. 313. Power of court to stay of winding up. con…
(2) On the application, the court before
making an order, require the official
liquidator to furnish to the court a report
with respect to any facts or matters which
are in his opinion relevant to application.
(3) A copy of every order shall be
forwarded to the registrar , who shall make
a minute of the order in his book relating to
a company.
21. Court may ascertain wishes of creditors or
contributories.
1) in matter relating to winding up of a company,
the court may__
a) Have regard to wishes of creditors or contributories of
the company, as proved to it by any sufficient evidence in
manner as provided under this Act;
b) If it thinks fit for the purpose of ascertaining the wishes,
the court may call for a meeting of booths parties.
c) Appoint a person as a chairman for such meeting to
submit a report
2) While ascertaining the wishes of creditors or
contributories, regard shall be had to the value of each
debt of the creditors or voting power of contributories.
22. Official liquidators
315. Appointment of official liquidators.____
1) For the purpose of the winding up of companies by the court, the
commission shall maintain a panel of person from whom the
court shall appoint a provisional manager or official liquidators of
a company ordered to be wound up.
2) A person shall not be appointed as a provisional manager or
official liquidators of than three companies at one point of time.
3) Shall consist of a persons having at leas ten year experience in
the field of accounting, finance or law and may be specified by
commission and such other person having at least 3 Year
professional experience.
4) Where a provisional manager is appointed the court may limit or
restrict his powers, otherwise he shall have the same power as a
liquidator
23. 315. Appointment of official liquidators.____ con….
5) The liquidators or provisional manager which or appointed shall
file declaration within 7 days from the date of appointment in the
specified form disclosing their conflict of interest or lack of
independence.
6) While pass on winding order the court may appoint a provisional
manager as a official liquidators for the purpose of proceeding for
winding up of company
7) If more persons than one are appointed in the office of official
liquidator, the court shall declare whether any act by this act
required or authorized to be done by official liquidators is to be
done by all or any one more of such person.
Provide that incase of dispute or any varying stance amongst
the liquidators, the matter shall be referred to the court for
appropriate order
24. 315. Appointment of official liquidators.____ con….
8) The court may determine whether any, and what security
to be given
9) Notwithstanding any thing contained in sub-section 1 the
court, on application of creditors to whom amounts not
less than sixty percent of the issued share-capital of the
company being wound up are due, after notice to the
registrar, appoint a person whose name does not appear
on the panel maintained for the purpose, to be official
liquidator.
10)An official liquidators shall not resign or quit his office
before conclusion 0f liquidation process, except for reason
of personal disability.
25. 315. Appointment of official liquidators.____ con….
11)Any casual vacancy in the office of an official liquidators
occurred due to his death, removal or resignation, shall filled
by the court by appointment of another person.
12)The commission may of its own remove the name of any
person from the panel maintained under sub section 1, due to
misconduct, fraud, misfeasance, breach duties or professional
incompetency’s
Provided that before remove him from the panel shall give an
opportunity of being heard.
13) The person appointed on the panel under this section shall
be subject to such of conduct and comply with the requirement
of any professional accreditation programs as may be specified
by commission.