WINDING UP OF DEFUNCT CO.
(Querist) 09 June 2008
This query is : Resolved
I WANT TO KNOW THE PROCEDURE FOR WINDING UP THE DEFUNCT COMPANY
(Expert) 09 June 2008
winding up procedures can be requested by the creditors, shareholders, directors, members etc.
it can be done voluntarily also if special board resolution has been passed in favour, theN they can request the THE HC to start winding up procedures.
if it is declared as a sick company by BIFR, THEn only it can issue winding up orders to be implemented by the HC.
otherwise make a request TO THE COURT to wind up the cpmpany.
(Expert) 10 June 2008
Defunct Company- Striking off the name
Procedure for striking of the name of the company under the provisions of section 560 of the Companies Act, 1956
The application is required to be filed to the concerned RoC for initiating the process of striking off the name of the company from the register,
The application should be duly supported by the following documents: -
1. Audited nil Balance Sheet and Profit & Loss Account of the company up to a date as close as possible to the date of making of the application. It is preferable that the balance sheet depicts a position where all liabilities of the company are paid up and the total share capital of the company on the liabilities side is balanced by total accumulated losses on the assets side.
2. A declaration/affidavit from all the directors of the companies to the effect that they would be responsible for any existing and future liabilities of the company
3. An declaration/affidavit from all the shareholders of the company to the effect that they do not have any objection in surrendering the shares held by them in the event of the
Procedure for striking off the name of the company by the RoC
The RoC on making of the above application by the company would send a letter to the company inquiring whether the company is carrying on business or in operation.
The RoC , within 1 month on the receipt of the response, may publish in the official gazette and send to the company by registered post, a notice that at expiration of three months from the date of that notice, the name of the company mentioned will be struck off the from the register and the company will be dissolved.
At the expiry of the time mentioned in the notice the registrar shall publish notice thereof in the official gazette, and on the publication in the official gazette of the notice, the company shall stand dissolved.
(Expert) 10 June 2008
Registrar can not wind up a company but he can only strike the company's name off the register. its not called winding up and the company' existence can be restored after making application in this context to the Court(tribunal hasn come into existence yet)
Further, the liabilities and duties of directors and members do not get end up after striking off the name.they remain liable towards the company.