Company law Petition for Winding up

Section 439 lays down that an application to the Court for the winding up of a company shall be by petition presented, subject to the provisions of this section,-1. The Company

2. Any creditor of the Company

3. Any contributory / shareholder. Contributory means every person liable to contribute to the assets of a company in the event of its being wound up and includes holders of its fully paid shares. While every member of a company becomes a contributory, not every contributory is a member. Besides members, any person who ceased to be a member 1 year prior to the commencement of winding up is also a contributory.

4. The Registrar may petition for winding up in the following circumstances: -

(i) If default is made in delivering statutory report or holding the statutory report.

(ii) If the company does not commence its business within one year from its incorporation or suspends its business for a whole year.

(iii) If it appears to him either from the financial position of the company as disclosed in the balance sheet of the company or from the report of a special auditor or an inspector that the company is unable to pay its debts.

(iv) Where the Registrar is authorized by the Central

Government to petition for winding up the company.

(v) Where the number of members of the company fall below the statutory minimum.

(vi) Where it is just and equitable that the company be wound up.

5. Any person authorized by the Central Government. Under section 243, if any report of an inspector appointed to investigate the affairs of the company discloses: -

(i) That the business of the company is being conducted to defraud its creditors or members or for a fraudulent or unlawful purpose

(ii) That the persons concerned in the formation or management have been guilty of fraud, misfeasance, and it appears to the Central Government from such report so to do, then the Central Government may authorize any person including the Registrar to petition for winding up the company on the ground that it is just and equitable to do so.

6. The Official Liquidator attached to a Court where a company is already being voluntarily wound up and such voluntary winding up cannot be continued with due regard to the interests of the creditors or contributors or both.