Winding up of pvt.ltd company

Dear Abhishek;

procedure of winding up of the company

Step 1: A special resolution has to be passed by the Board and the members

Step 2: Within fourteen days of the passing of the resolution, a notice of the resolution by advertisement in the Official Gazette, and also in some newspaper circulating in the district where the registered office of the company is situated. (If default is made in complying with this clause, the company and every officer of the company who is in default shall be punishable with fine which may extend to five hundred rupees for every day during which the default continues.)

Step 3: The Business activities are to cease the day the resolution is passed.

Step 4: The directors have to make a declaration verified by an affidavit, that they have made a full inquiry into the affairs of the company, and that the company has no debts, or that it will be able to pay its debts in full within three years from the commencement of the winding up.

Step 5: The above declaration has to be made and submitted to the registrar within 5 weeks (35 days) of passing the resolution for winding up along with the auditor’s report for the most recent financial period.

Step 6: The members have to appoint a liquidator to distribute the assets and pay off the liabilities.

Step 7: The registrar has to be notified about the appointment (or resignation) of the liquidator in writing.

Step 8: If the dissolution takes more than a year, the liquidator is to hold a general meeting at the end of every year giving the report of the dissolution process and progress with accounts. The same is to be done even on the final meeting for dissolution.

Step 9: The minutes of these meetings should be submitted to the registrar as usual.

Thanks & Regards

Shankar