Section 555 - Unpaid dividends and undistributed assets to be paid into the Companies Liquidation Account. - Companies Act, 1956

Unpaid dividends and undistributed assets to be paid into the Companies Liquidation Account. 555. [1] [(1) Where any company is being wound-up, if the liquidator has in his hands or under his control any money representing ___ (a) dividends payable to any creditor which had remained unpaid for six months after the date on which they were declared, or (b) assets refundable to any contributory which have remained undistributed for six months after the date on which they become refundable, the liquidator shall forthwith pay the said money into the public account of India in the Reserve Bank of India in a separate account to be known as the Companies Liquidation Account.] (2) The liquidator shall, on the dissolution of the company, similarly pay into the said account any money representing [2] [unpaid] dividends or undistributed assets in his hands at the date of dissolution. (3) The liquidator shall, when making any payment referred to in sub-sections (1) and (2), furnish to such officer as the Central Government may appoint in this behalf, a statement in the prescribed form, setting forth, in respect of all sums included in such payment, the nature of the sums, the names and last known addresses of the persons entitled to participate therein, the amount to which each is entitled and the nature of his claim thereto, and such other particulars as may be prescribed. (4) The liquidator shall be entitled to a receipt from the Reserve Bank of India for any money paid to it under sub-sections (1) and (2); and such receipt shall be an effectual discharge of the liquidator in respect thereof. (5) Where the company is being wound-up by the [3] [Tribunal], the liquidator shall make the payments referred to in sub-sections (1) and (2) by transfer from the account referred to in section 552. (6) Where the company is being wound-up voluntarily (or by)* [4] [the Tribunal], the liquidator shall, when filing a statement in pursuance of sub-section (1) of section 551, indicate the sum of money which is payable to the Reserve Bank of India under sub-sections (1) and (2) of this section which he has had in his hands or under his control during the six months preceding the date to which the said statement is brought down, and shall, within fourteen days of the date of filing the said statement, pay that sum into the Companies Liquidation Account. (7)(a) Any person claiming to be entitled to any money paid into the Companies Liquidation Account (whether paid in pursuance of this section or under the provisions of any previous companies law) may apply to the [5] [Tribunal] for an order for payment thereof, and the 1[Tribunal], if satisfied that the person claiming is entitled, may make an order for the payment to that person of the sum due: Provided that before making such an order, the 1[Tribunal] shall cause a notice to be served on such officer as the Central Government may appoint in this behalf, calling on the officer to show cause within one month from the date of the service of the notice why the order should not be made. (b) Any person claiming as aforesaid may, instead of applying to the 1[Tribunal], apply [6] to the Central Government [7] for an order for payment of the money claimed; and the Central Government may, if satisfied whether on a certificate by the liquidator or the Official Liquidator or otherwise, that such person is entitled to the whole or any part of the money claimed and that no application made in pursuance of clause (a) is pending in the 1[Tribunal], make an order for the payment to that person of the sum due to him, after taking such security from him as it may think fit. (8) Any money paid into the Companies Liquidation Account in pursuance of this section, which remains unclaimed thereafter for a period of fifteen years, shall be transferred to the general revenue account of the Central Government; but a claim to any money so transferred may be preferred under sub-section (7) and shall be dealt with as if such transfer had not been made, the order, if any, for payment on the claim being treated as an order for refund of revenue. (9) Any liquidator retaining any money which should have been paid by him into the Companies Liquidation Account under this section shall ___ (a) pay interest on the amount retained at the rate of twelve per cent per annum, and also pay such penalty as may be determined by the Registrar: [8] [Provided that the Central Government [9] may in any proper case remit either in part or in whole the amount of interest which the liquidator is required to pay under this clause;] (b) be liable to pay any expenses occasioned by reason of his default; and (c) where the winding up is by [10] [the Tribunal], also be liable to have all or such part of his remuneration as the [11] [Tribunal] may think just to be disallowed, and to be removed from his office by the 2[Tribunal]. ---------------------------------------------- Notes:- [1] Substituted by Companies (Amendment) Act, 1960, Act 65 of 1960, section 191, for sub-section (1). [2] Substituted by the Companies (Amendment) Act, 1960, Act 65 of 1960, section 191, for "unclaimed". [3] Substituted for "Court" by the Companies (Second Amendment) Act, 2002, w.e.f. a date yet to be notified. * sic. [4] Substituted for "or subject to the supervision of the Court" by the Companies (Second Amendment) Act, 2002, w.e.f. a date yet to be notified. [5] Substituted for "Court" by the Companies (Second Amendment) Act, 2002, w.e.f a date yet to be notified. [6] Every application under clause (b) of sub-section (7) of section 555 shall be accompanied by appropriate fees, as under: Rs. (a) When the amount of claim does not exceed Rs. 5,000 Nil (b) When the amount of claim exceeds Rs. 5,000 but does not exceed Rs. 10,000 200 (c) When the amount of claim exceeds Rs. 10,000 300 [Rule 2(3), Companies (Fees on Applications) Rules, 1999]. [7] Powers delegated to Regional Directors vide Notification No. GSR 288(E), dated 31-5-1991. [8] Inserted by the Companies (Amendment) Act, 1960, Act 65 of 1960, section 191. [9] Powers delegated to Regional Directors vide Notification No. GSR 288(E), dated 31-5-1991. [10] Substituted for "or under the supervision of the Court" by the Companies (Second Amendment) Act, 2002, w.e.f. a date yet to be notified. [11] Substituted for "Court" by the Companies (Second Amendment) Act, 2002, w.e.f. a date yet to be n notified.