Pvt ltd - winding up - how to

Pvt ltd 1027 views 2 replies

Anil

Director

25 Points Posted on 26 September 2012

Few Questions related to winding up of a Pvt Ltd company:

a. What is the minimum % of shareholding required for a Pvt Ltd companys board to decide winding up the company?

b. If a shareholder with 10% shares objects to the Winding up of a company, can he prevent board from taking a winding up decision?

c. Is there a set procedure for winding up of a Pvt Ltd company?

d. For an operational company, how long does it take to windup? There are tax refunds to be got, assets to be sold etc - while all this is happening, more liabilities get created - so how does winding up work?

e. If the board decides to windup a company when all active directors resign, who is responsible for the liabilities and assets of the company?

Replies (2)

SUNIL KUMAR JAIN

PRACTISING COMPANY SECRETARY

187 Points Posted on 30 September 2012

Dear Mr. Anil,

Voluntary Winding up of companies is one of the specialised area of our practice.

1. Majority of directors are required to sign Declaration of Solvency.

2. Shareholders are to pass a Special Resolution for voluntary winding up of a company.

3.When a Liquidator is appointed all powers of the board are vested in the liquidator.He is responsible for sale of assets, deposit of tax, obtaining of tax refund & distribution of surplus among the shareholders.

regards,

Sunil K. jain, Practising Company Secretary,

9810104162; skj13 @ rediffmail.com

Anil

Director

25 Points Posted on 01 October 2012

Thank you for your reply. I understand my questions are a bit specific and migght be difficult to answer in a forum like this, however I do feel clarity should be there for all Directors on winding up processes, which unfortunately is not available publicly.