Procedure for Winding Up of Pvt. Ltd. Co.

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Deepi Saini (Querist)
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01 November 2008 A Pvt. Ltd. Company was incorporated on 12-12-2005. Since its incorporating, there is no activity done/taken up. It has also not applied for a PAN/TAN No.

There are two directors and they want to voluntarily wind up this company. You are requested to kindly inform us the procedures for winding up in context to
1) Corporate Law
2) Income tax

Thanks
Deepak Saini

Bhaskaran Chackrapani Warrier

Bhaskaran Chackrapani Warrier (Expert)
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01 November 2008 Company law -- Move winding up petition u/s 560 of the companies act,1956.
Income tax -- Nothing to do.

Deepi Saini

Deepi Saini (Querist)
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01 November 2008 Dear Warrier

Thanks for replying.

I was going through the past queries and I came across the following case :

Experts Home > Audit > Audit report u/s 227 author : M.R.KANNAN
Posted On : 10/16/2008 1:17:21 PM
A private company has no business activity during the entire year ending 31-03-2008 and it proposes to file a petition for winding up u/s 560 of the Companies act, 1956. As such, it has no profit & loss account for the year. In balance sheet, liability side is represented by paid up share capital and in the asset side, there is an equal amount of profit & loss account balance (Loss). there are no other liabilities or assets.
As an auditor of the company, how to draft the audit report? Whether reporting is still to be done covering all aspects referred in section 227(2) and 227(3). Is there any guidance available in the literatures published by ICAI. If so, please furnis the same.

Expert : S.Srinivasaraghavan
Posted On : 10/16/2008 1:37:50 PM
As long as the company is not under liquidation, the provisions of section 227(2) and (3) are applicable not withstanding there was no transaction for the entire period and the share capital is fully written off.

My further query are we supposed to get Audit report prepared under section 227(2) and (3)and submit with ROC before filing for winding.

Bhaskaran Chackrapani Warrier

Bhaskaran Chackrapani Warrier (Expert)
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01 November 2008 The accounts of the company is to be audited necessarily, all the returns including annual return should be filed before the concerned ROC before submitting petition u/s 560 of the companies act.
N.B:-The directors should have,if not, an approved DIN and the Managing director should have a live and roll checked DSC for uploading the documents to ROC.

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