Dissolution of a Defunct Company (Striking off) Flashcards
What is the Registrar’s first step to striking off a company?
First, the Registrar will send a letter to the company by post inquiring whether the company is carrying on business or in operation.
Who can apply to have to company removed from the resgister?
A director…
Can a company that has been struck off the register be restored?
If so, How?
Yes.
The court may order the name of a company which has been struck off the register to be restored in certain circumstances.
Restoration is done on application of the company; any member or creditor
There is no time period within which such an application needs to be made.
What happens if there is no response to the Registrar’s first letter?
If there is no response to the letter within one month, then within 14 days after the expiration of the month, the Registrar will send a second letter to the company by registered post.
What happens if there is a response to the notice indicating that the company is in operation?
If there is a response to the Registrar’s notice that the company is in fact in operation the Registrar may request that the company does all filings and pay all fees that are outstanding.
After the Registrar receives the application, What is the first thing she must do?
the Registrar will initiate the striking off procedure in accordance with Section 220 of the Companies Act. The procedure Involves a series of notifications to the company and publication in the Gazette of the intention to strike off, designed to ascertain whether the company is really defunct and the true state of affairs regarding it.
What is the preferred method of dissolving a defunct company?
Striking off
- simplest and most cost-effective way
How is the second letter to the company sent?
the second letter to the company is sent by registered post
Why is compulsory winding up not the preferred option to dissolve a defunct company?
Winding up by court order not preferred… public scrutiny because they assume something was wrong for the company to have taken that route, additional cost and potential delay
When is striking off a good option for dissolving a company?
the company should at lease prima facie be defunct and not in operation, and have no assets or liabilities
Why is voluntary winding up not the preferred option to dissolve a defunct company?
Not as costly as compulsory winding up but there is still a cost element and time element – have to appoint liquidator etc.
How is the application to have the Company struck from the Registrar made?
*Not clear on whether there is a specific mode of application in Belize.
How is a letter or notice dealing with striking off addressed to the company?
A letter or notice under this section may be addressed to the company at its registered office or, if no office has been registered, to the care of some director or officer of the company, or, if there is no director or officer of the company whose name and address are known to the Registrar, may be sent to each of the persons who subscribe the memorandum, addressed to him at the address mentioned in the memorandum.
How is the company given notice of intention to strike?
sent to the company by post and a notice is published in the Gazette of the intention of the Registrar to strike off the company.
What should the first letter to the Company include?
the first letter to the company inquires whether the company is carrying on business or in operation.