winding up questions only

Question 1

What are the conditions that need to be met for the Commission or an authorized person to be entitled to present a petition for the winding up of a company, and how is the presentation of such a petition related to the company’s opportunity for representation?”

Answer 1

The Commission or a person authorised by the Commission in that behalf shall not be entitled to present a petition for the winding up of a company unless an investigation into the affairs of the company has revealed that:
a) it was formed for any fraudulent or unlawful purpose; or
b) it is carrying on a business not authorised by its memorandum; or
c) its business is being conducted in a manner oppressive to any of its members or persons concerned in the formation of the company; or
d) that its management has been guilty of fraud, misfeasance or other misconduct towards the company or towards any of its members.
Such petition shall not be presented or authorised to be presented by the Commission unless the company has been afforded an opportunity of making a representation and of being heard.
However, if sole business of the company is the licensed activity and that licence is revoked, no investigation into the affairs of the company shall be required to present the petition for winding up of the company.

Question 2

Under what circumstances is a contributory not permitted to file a winding-up petition for a company, based on the requirements related to the number of members and the duration of share ownership?

Answer 2

A contributory shall not be entitled to present a petition for winding up a company unless:
a) either the number of members is reduced, in the case of a private company, below two, or, in the case of
public company, below three; and
the shares in respect of which he is a contributory or some of them either were originally allotted to him
or have been held by him, and registered in his name, for at least 180 days during the 18 months before
the commencement of the winding up, or have or devolved on him through the death of a former holder.

Question 3

When does the official process of winding up a company by the Court commence according to legal definitions, and what event marks the starting point of this process?

Question 4

What are the two methods by which a company can initiate voluntary winding up through a resolution passed in a general meeting, and what are the respective conditions for each of these methods?

Answer 4

A company may be wound up voluntarily when it passes a resolution for voluntary winding up in any of the
following ways:
a) if the company in general meeting passes a resolution requiring the company to be wound up voluntarily
as a result of the expiry of the period for its duration, if any, fixed by its articles or on the occurrence of
any event in respect of which the articles provide that the company should be dissolved; or
b) if the company passes a special resolution that the company be wound up voluntarily.

Question 5

What powers does the Court hold in relation to a company that has adopted a resolution for voluntary winding up, and what actions can the Court take to oversee this process?

Answer 5

When a company has passed a resolution for voluntary winding up, the Court may of its own motion or on the
application of any person entitled to apply to the Court for winding up a company, make an order that the
voluntary winding up shall continue, but subject to such supervision of the Court, and with such liberty for
creditors, contributories or others to apply to the Court, and generally on such terms and conditions, as the Court
thinks just

Question 6

In cases where a voluntary winding up is placed under the Court’s supervision, how is the petition for the continuation of this supervised winding up process treated legally, and what jurisdiction does it confer upon the Court?

Answer 6

A petition for the continuance of a voluntary winding up subject to the supervision of the Court shall, for the
purpose of giving jurisdiction to the Court over suits and another legal proceeding, be deemed to be a petition
for winding up by the Court.

Question 7

Under what circumstances can a petition for winding up a company be presented to the Court during voluntary winding up or winding up under Court supervision, and what conditions must be met for the Court to issue a winding up order based on such a petition?

Question 8

What are the three possible modes of winding up a company, as outlined in the Companies Act, 2017, and how does the Act’s application of provisions related to winding up apply to these different modes?

Question 9

What are the various circumstances under which a company can be wound up by the Court based on different reasons and conditions mentioned in the Companies Act?

Question 10

What specific activities or schemes are considered unlawful according to companies act which can cause a company to be wound up

Question 11

Under what circumstances will a company be considered unable to pay its debts, and what are the criteria and situations that contribute to this determination?

Question 12

In what various ways can an application for the winding up of a company be made to the Court,and who are the parties or entities that are authorized to present such petitions according to the Companies Act?

Question 13

What requirement must a company fulfill before its petition for winding up can be heard by the Court,and what specific details need to be provided by the company along with its petition for winding up?

Question 14

What conditions must be met before the Court can consider hearing a petition for winding up a company by a contingent or prospective creditor,and what are the specific requirements that the Court expects in such cases?

Question 15

What are the conditions that a contributory must satisfy in order to be eligible to present a petition for the winding up of a company, as stated in the passage?

Question 17

Under what circumstances can the registrar present a petition for the winding up of a company, and what is the prerequisite for obtaining the Commission’s sanction for such a petition,

Question 18

What purpose does the panel of individuals serve in the context of winding up companies by the Court?

Question 19

On what grounds can the Commission remove a person’s name from the panel, and what procedural step is required before such removal, as mentioned in the passage?

Question 20

What are the prerequisites for individuals to be included in the panel for winding up appointments and what additional obligations are imposed on those appointed to the panel by the Commission?

Question 21

What is the primary experience requirement for individuals to be included in the winding up panel

Question 22

What obligations are placed upon individuals appointed to the panel in terms of their conduct and compliance with professional standards

Question 23

What limitation exists regarding the appointment of an individual as provisional manager or official liquidator, as stated in the passage?

Question 24

Under what circumstances can the Court restrict the powers of a provisional manager, and how do the powers of a provisional manager compare to those of a liquidator?

Question 25

What is the timeline within which a liquidator must file a declaration after being appointed as provisional manager or official liquidator, as outlined in the passage?

Question 25

Under what circumstances can a provisional manager also be appointed as the official liquidator during the winding up process of a company, as mentioned in the passage?

Question 25

What is the purpose of the declaration that the liquidator must file, and what can the Court determine in terms of security for an official liquidator

Question 25

When there are multiple official liquidators appointed, what authority does the Court have in deciding the execution of actions required by the Act

Question 26

How does the Court address disputes or differences among the official liquidators, and what procedure is followed to resolve such matters

Question 26

Under what circumstances can the Court appoint an official liquidator who is not included on the panel maintained for this purpose

Question 27

Under what circumstances can an official liquidator resign from their position before the liquidation proceedings are concluded

Question 28

How does the Court address a casual vacancy in the office of an official liquidator, and what is the procedure for the outgoing official liquidator when a resignation occurs?

Question 29

What is the requirement regarding the submission of a statement of affairs to a provisional manager or an official liquidator when appointed as a result of a winding up order by the Court, and what specific information must be included in this statement

Question 30

How is the “relevant date” defined in relation to the submission of a statement of affairs

Question 31

What is the initial time limit for submitting the statement of affairs, and under what circumstances can this time limit be extended, as outlined in the passage?

Question 32

Who is responsible for submitting and verifying the statement of affairs

Question 33

Apart from the specified directors and officers, who else can be required to provide a statement about the company’s affairs, and under what circumstances

Question 34

What entitlement do individuals have who are responsible for making the required statement of affairs

Question 35

What penalty is associated with not complying with the mentioned requirements,

Question 36

How does the Court that makes the winding up order or appoints a provisional manager exercise its authority regarding offenses related to non-compliance, and what actions can it take to enforce compliance,