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TMI BlogCompanies (Winding Up) Rules, 2020X X X X Extracts X X X X X X X X Extracts X X X X ..... trar are assigned; (d) "Registry" means the Registry of the Tribunal or any of its Benches or of the Appellate Tribunal, as the case may be, which keeps records of the applications and documents relating thereto; (e) "Section" means section of the Act; (f) words and expressions used and not defined in these rules but defined in the Act shall have the meanings respectively assigned to them in the Act. Part II WINDING UP BY TRIBUNAL 3. Petition for winding up.- (1) For the purposes of sub-section (1) of section 272, a petition for winding up of a company shall be presented in Form WIN 1 or Form WIN 2, as the case may be, with such variations as the circumstances may require, and shall be presented in triplicate. (2) Every petition shall be verified by an affidavit made by the petitioner or by the petitioners, where there are more than one petitioners, and in case the petition is presented by a body corporate, by the Director, Secretary or any other authorised person thereof, and such affidavit shall be in Form WIN 3. 4. Statement of affairs.- The statement of affairs, as required to be filed under sub-section (4) of section 272 or sub-section (1) of sec ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of Tribunal; or (iii) consents to withdraw the petition, or to allow it to be dismissed, or fails to appear in support of his petition when it is called on in Tribunal on the day originally fixed for the hearing thereof, or any day to which the hearing has been adjourned; or (iv) if appearing, does not apply for an order in terms of the prayer of his petition; or, (b) where in the opinion of the Tribunal there is other sufficient cause for an order being made under this rule, the Tribunal may, upon such terms as it may think just, substitute as petitioner any other person who, in the opinion of the Tribunal, would have a right to present a petition, and who is desirous of prosecuting the petition. 10. Procedure on substitution.- Where the Tribunal makes an order substituting a contributory as petitioner in a winding up petition, it shall adjourn the hearing of the petition to a date to be fixed by the Bench and direct such amendments of the petition as may be necessary and such contributory shall, within seven days from the making of the order, amend the petition accordingly, and file two legible and clean copies thereof together with an affidavit in duplicate setting out the g ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... uidator as passed in accordance with clause (c) of sub-section (1) of section 273 shall also state that it will be the duty of every person, who is in possession of any property, books or papers, cash or any other assets of the company, including the benefits derived therefrom, to surrender forthwith such property, books or papers, cash or other assets and the benefits so derived, as the case may be, to the provisional liquidator. (4) Where an order for the appointment of provisional liquidator or Company Liquidator, as the case may be, has been made, the Registrar shall, as provided in sub section (1) of section 277 within a period not exceeding seven days from the date of passing of the order, send intimation to the Company Liquidator or provisional liquidator in Form WIN 9 by registered post or by speed post or by courier service or by electronic means and a copy of the order for the appointment of provisional liquidator or Company Liquidator, as the case may be, shall also be sent to the Registrar of Companies together with a copy of the petition and the affidavit, if any, filed in support thereof. (5) The provisional liquidator or the Company Liquidator, as the case may be a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... order.- An order for winding up a company shall inter-alia contain that it will be the duty of such of the persons as are liable to submit the books of account of the company completed and audited upto the date of the order, to attend on the Company Liquidator at required time and place and give him all the information, and it will be the duty of every person who is in possession of any property, books or papers, cash or any other assets of the company, including the benefits derived therefrom, to surrender forthwith such property, books or papers, cash or other assets and the benefits so derived , as the case may be, to the Company Liquidator. 19. Directions on making winding up order.- At the time of making the winding up order, or at any time thereafter, the Tribunal shall give directions to the petitioner as to the advertisement of the order and the persons, if any, on whom the order shall be served and the persons, if any, to whom notice shall be given of the further proceedings, in the liquidation, and such further directions as may be necessary. 20. Advertisement of order.- Save as otherwise ordered by the Tribunal, the order for the winding up of a company by the Tribuna ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ON FOR STAY OF SUITS ETC. ON WINDING UP ORDER 24. Application for leave to commence or continue suit or proceeding.- An application under sub-section (1) of section 279 for leave of the Tribunal to commence or continue any suit or other legal proceeding by or against the company shall be made in Form WIN 15 upon notice to the Company Liquidator and the parties to the suit or proceeding sought to be commenced or continued. REPORTS BY COMPANY LIQUIDATOR UNDER SECTION 281 25. Report by Company Liquidator.- (1) The report to be submitted by the Company Liquidator under sub-section (1) of section 281 shall be in Form WIN 16 with such variations as may be necessary and the Company Liquidator may make further report or reports, if he thinks fit, according to the provisions of sub-section (4) of the said section. (2) It shall be the duty of the promoters, directors, officers, employees and every person who has made or concurred in making of the statement of affairs, if and when required, to attend on the Company Liquidator and answer all such questions as may be put to him, give all such further information as may be required from him, and provide such assistance as may be required by ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the filing of the provisional list of contributories mentioned in rule 28, the Company Liquidator shall obtain a date from the Tribunal for settlement of the list of contributories and shall give notice of the date appointed to every person included in such list, stating in such notice in what character and for what number of shares or extent of interest such person is included in the list, the amount called up and the amount paid up in respect of such shares or interest, and informing such person by such notice that if he intends to object to his being settled as a contributory in such character and for such number of shares or interest as mentioned in the list, he should file in Tribunal his affidavit in support of his contention and serve a copy of the same on the Company Liquidator not less than two days before the date fixed for the settlement, and appear before Tribunal on the date appointed for the settlement in person or by authorised representative and such notice shall be in Form WIN 18 , and shall be sent in the mode set out in section 20 so that it reaches the contributories not less than fourteen days before the date fixed for the settlement. (2) The person who poste ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... varied, except by order of the Tribunal and in accordance with such order. 34. Application for rectification of list.- If after the settlement of the list of contributories, the Company Liquidator has reason to believe that a contributory who had been included in the provisional list has been improperly or by mistake excluded or omitted from the list of contributories as finally settled or that the character in which or the number of shares or extent of interest for which he has been included in the list as finally settled or any other particular contained therein, requires rectification in any respect, he may, upon notice to the contributory concerned, apply to the Tribunal for such rectification of the list as may be necessary, and the Tribunal may on such application, rectify or vary the list as it may think fit. 35. List of contributories consisting of past members.- It shall not be necessary to settle a list of contributories consisting of the past members of a company, unless so ordered by the Tribunal and where an order is made for settling a list of contributories consisting of the past members of a company, the provisions of these rules shall apply to the settlement of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... vacancy occurring in the advisory committee, the Company Liquidator shall forthwith summon a meeting of creditors or of contributories, as the case may require, to recommend for filling the vacancy and the meeting may, by resolution, recommend for reappointing the same, or propose for appointing another creditor or contributory, as the case may to fill the vacancy: Provided that if the Company Liquidator, having regard to the position in the winding up, is of the opinion that it is unnecessary for the vacancy to be filled, he may apply to the Tribunal and the Tribunal may make an order that the vacancy shall not be filled, or shall not be filled except in such circumstances as may be specified in the order. (2) The continuing members of the advisory committee, if not less than two, may act notwithstanding any vacancy in the said committee. (3) Where the creditors or contributories, as the case may be, fail to fill the vacancy for whatever reason, the Company Liquidator shall forthwith report such failure to the Tribunal and Tribunal may, by order, fill such vacancy. 39. Company Liquidator and members of advisory committee dealing with company's assets.- Neither the Company ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... from time to time appoint and the Company Liquidator or one-third of the total number of members of the said committee may also call a meeting of that committee as and when they think necessary. (2) The quorum for a meeting of the advisory committee shall be one-third of the total number of the members, or two, whichever is higher. (3) The advisory committee may act by a majority of its members present at a meeting, but shall not act unless a quorum is present. (4) A member of the advisory committee may resign by notice in writing signed by him and delivered to the Company Liquidator. (5) If a member of the advisory committee is adjudged as an insolvent, or compounds or arranges with his creditors, or is absent from five consecutive meetings of the said committee without the leave of those members who, together with himself, represent the creditors or contributories, as the case may be, his office shall become vacant. (6) A member of the advisory committee may be removed, subject to the directions of the Tribunal, at a meeting of creditors if he represents creditors, or at a meeting of contributories if he represents contributories, by an ordinary resolution of which seven da ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t or any other meeting of creditors or contributories, fourteen days' notice in Form WIN 30 of the time and place appointed for such meeting and the notice may either be delivered by hand or sent by registered post or speed post or by electronic means as may be convenient, and it shall be the duty of every officer who receives notice of such meeting to attend if so required by the Company Liquidator, and if any such officer fails to attend, the Liquidator may report such failure to the Tribunal and the Tribunal may issue such directions to such person as it thinks fit. (2) The Company Liquidator, if he thinks fit, may instead of requiring any of the officers of the company to attend the meeting as aforesaid, require such officer to answer any interrogatories or to furnish in writing any information that he may require for purposes of such meeting, and if such officer fails to answer the interrogatories or furnish such information, the liquidator shall report such failure to the Tribunal and the Tribunal may issue such directions to such officer as it may think fit. 48. Proof of notice.- An affidavit by any person who sent the notice, that such notice has been duly sent, shall ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... from time to time, but the adjourned meeting shall be held at the same place as the original meeting unless in the resolution for adjournment another place is specified or unless the Tribunal otherwise orders. 56. Quorum.- A meeting may not act for any purpose except for adjournment thereof unless there are present or represented thereat in the case of a creditors' meeting at least three creditors entitled to vote or in the case of a meeting of contributories at least three contributories or all the creditors entitled to vote or all the contributories if the number of creditors entitled to vote or the number of contributories, as the case may be does not exceed three. 57 Procedure in absence of quorum.- If, within half an hour from the time appointed for the meeting, a quorum of creditors or contributories, as the case may be, is not present or represented, the meeting shall be adjourned to the same day in the following week at the same time and place and if at such adjourned meeting, the quorum is not present, at least two creditors or contributories present in person shall form the quorum and may transact the business for which the meeting was convened: Provided that if a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed creditor votes in respect of his whole debt he shall be deemed to have surrendered his security, unless the Tribunal, on an application by such creditor, is satisfied that the omission to value the security was due to inadvertence. 62. Procedure when secured creditor votes without surrendering security.- The liquidator may within fifteen days from the date of the meeting at which a secured creditor voted on the basis of his valuation of the security, require him to give up the security for the benefit of the creditors generally on payment of the value so estimated by him, and may, if necessary, apply to the Tribunal for an order to compel such creditor to give up the security: Provided that the Tribunal may, for good cause shown, permit the said creditor to correct his valuation before being required to give up the security, upon such terms as to costs as the Tribunal may consider just. 63. Admission or rejection of proof for purposes of voting.- The chairman of the meeting shall have power to admit or reject a proof for the purposes of voting, but his decision shall be subject to appeal to the Tribunal, and if he is in doubt whether a proof shall be admitted or rejected, he ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Liquidator in a winding up by the Tribunal. 72. Holder of proxy not to vote on matter in which he is financially interested.- No person acting either under a general or special proxy, shall vote in favour of any resolution which would directly or indirectly place himself, his partner or employer in a position to receive any remuneration out of the assets of the company otherwise than as a creditor ratably with the other creditors of the company. 73. Minor not to be appointed proxy.- No person shall be appointed as a general or special proxy who is a minor. 74. Filling in proxy where creditor or contributory is blind or incapable .-The proxy of a creditor or a contributory who is blind or incapable of writing may be accepted if such creditor or contributory has attached his signature or mark thereto in the presence of a witness who shall add to his signature his description and address: Provided that all insertions in the proxy shall be in the handwriting of the witness and such witness shall have certified at the foot of the proxy that all such insertions have been made by him at the request and in the presence of the creditor or contributory before he attached his signature o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ister of Assets in Form WIN 38 G; (h). Securities and Investment Register in Form WIN 38 H; (i). Register of Book Debts and Outstanding's in Form WIN 38 -I; (j). Tenants Ledger in Form WIN 38 J; (k). Suits Register in Form WIN 38 K; (l). Decree Register in Form WIN 38 L; (m). Sales Register in Form WIN 38 M; (n). Register of Claims and Dividends in Form WIN 38 N; (o). Contributories Ledger in Form WIN 38-O; (p). Dividends Paid Register in Form WIN 38 P; (q). Suspense Register in Form WIN 38 Q; (r). Documents Register in Form WIN 38 R; (s). Books Register in Form WIN 38 S; (t). Register of unclaimed dividends and undistributed assets, deposited into the companies liquidation account in the Bank, in Form WIN 38 T, and in maintaining the registers and books mentioned above, the Company Liquidator shall follow the instructions contained in the respective forms provided for the said books and registers. (2) The Company Liquidator shall, in addition to the registers and books referred to in sub-rule (1), maintain such other books as may be necessary for the proper and efficient working of his office such as petty cash register, correspondence register, despatch register, d ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cheques, hundies, notes and other securities payable to the company or to the Company Liquidator thereof shall, as soon as they come into the hands of the Company Liquidator, be deposited by him with the bank for the purpose of being presented for acceptance and payment or for payment only, as the case may be and the proceeds when realised shall be credited by the bank to the special bank account. 83. Payments into Bank.- Where the Tribunal makes an order directing any person to pay any money due to the company into the special bank account maintained by the Company Liquidator, the person so directed shall, at the time of making the payment, produce to the bank a certified copy of the order or a payment in challan endorsed by the Company Liquidator under his signature and the person making the payment shall give notice thereof to the Company Liquidator and produce before him the bank receipt relating thereto. 84. Company Liquidator's Dividend Account.- The Company Liquidator shall also open a separate dividend account for the company under liquidation with the sanction of the Tribunal, in any scheduled bank, under the name 'the Dividend Account of.............. (name of t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... required for the purposes of winding up, shall be invested in Government securities or in interest bearing deposits in any scheduled bank in the name of the company in liquidation or provisional liquidation represented by Company Liquidator of the company to which the funds belong and such funds so invested shall be monitored regularly by the Company Liquidator and the returns also containing the details of fixed deposit receipts shall be submitted to the Tribunal. (2) Where the fixed deposit has matured, it shall not be automatically renewed but the Company Liquidator shall carry out the due diligence to assess whether a higher rate of interest is available in any other scheduled bank and the said Liquidator shall report the conclusion of such due diligence to the Tribunal, and in the event a higher rate of interest is available in any other scheduled bank, the said Liquidator shall apply for the leave of the Tribunal to invest the surplus funds in such other scheduled bank offering higher rate of interest. 87. Company Liquidator to examine accounts for purposes of investment.- The Company Liquidator shall, at the end of every month, examine account of liquidation to ascertain w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Tribunal not later than one month from the date of receipt of the copy of the accounts as required under sub-section (3) of section 294: Provided also that the accounts need not be got audited where the transaction during the period is for ten thousand rupees or less. 92. Form of account.- The account shall be a statement of receipts and payments in Form WIN 39 and shall be prepared in accordance with the instructions contained in the said form and three copies thereof shall be filed, and the account shall be verified by an affidavit of the Company Liquidator in Form WIN 40 and the final account shall be in Form WIN 41. 93. Nil account.- Where the Company Liquidator has not, during the period of account, received or paid any sum of money on account of the assets of the company, he shall file an affidavit of no receipts or payments on the date on which he shall have to file his accounts for the period. 94. Registry to send copy of account to auditor.- As soon as the accounts are filed, the Registry shall forward to the auditor one copy thereof for purposes of audit with a requisition in Form WIN 42 requesting that the accounts may be audited and a certificate of audit be sub ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ys from the date of order of winding up, fix a certain day, and give a notice of fourteen days thereof - (i) by advertisement in Form No. WIN 43 in one issue of a daily newspaper in the English language and one issue of a daily newspaper in the regional language widely circulating in the State or Union territory where the registered office is situated concerned to the creditors of the company to prove their debts or claims and to establish any title they may have to priority under section 326 or327, or to be excluded from the benefit of any distribution made before such debts or claims are proved, or, as the case may be, from objecting to such distribution; (ii) by such mode of communication as is permitted under section 20 to every person mentioned in the statement of affairs, as a creditor, who has not proved his debt and to every person mentioned in the statement of affairs as a preferential creditor, whose claim to be a preferential creditor has not been established or is not admitted, or where there is no statement of affairs, to the creditors as ascertained from the books of the company and, to each person who, to the knowledge of the Company Liquidator, claims to be a cr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tes.- Where a creditor seeks to prove in respect of a bill of exchange, promissory note or other negotiable instrument or security of a like nature on which the company is liable, such bill of exchange, note, instrument or security shall be produced before the Company Liquidator and be marked by him before the proof is admitted. 106. Value of debts.- The value of all debts and claims against the company shall, as far as is possible, be estimated according to the value thereof at the date of the appointment of the Provisional Liquidator or the order of the winding up of the company, whichever is earlier: Provided that where before the presentation of the petition for winding up, a resolution has been passed by the company for winding up, the date for estimation of debts and claims shall be the date of the passing of such resolution. 107. Discount.- A creditor proving his debt shall deduct therefrom all trade discounts, if any. 108. Interest.- On any debt or certain sum payable at a certain time or otherwise, whereon interest is not reserved or agreed for, and which is overdue at the date of the winding up order, or the resolution, as the case may be, the creditor may prove for i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... fixed. 112. Company Liquidator's right to call any person in connection with investigation.- The Company Liquidator may call upon any person whom he may deem capable of giving information respecting the debts to be proved in liquidation and may require such person to produce any documents in his custody or power relating to such debts and shall tender with the call such sum as appears to the Company Liquidator sufficient to defray the traveling and other expenses of the person called for attendance and where the person so called fails without lawful excuse to attend or produce any documents in compliance with the call or avoids or evades service, the Company Liquidator may report the same to the Tribunal and apply for appropriate orders, and the Tribunal may pass any order as it may think fit. 113. Affidavit.- For the purpose of his duties, in relation to the admission of proof of debts, where applicable, the Company Liquidator may take affidavits and the Company Liquidator may at his discretion dispense with this requirement and he may also permit the taking of an affidavit or undertaking in lieu of an oath. 114. Costs of proof.- Unless otherwise ordered by the Tribunal, a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ng any proof wholly or in part. 119. Proofs and list of creditors to be filed in Tribunal.- The Company Liquidator shall, within thirty days from the date fixed for the submission of proofs under rule 100 or such further time as the Tribunal may allow, file in the Tribunal a list of the creditors, in Form WIN 50, who submitted to him proofs of their claims in pursuance of the advertisement and the notice referred to in rule 100, mentioning the amounts of debt for which they claimed to be creditors, distinguishing in such list the proofs admitted wholly, the proofs admitted or rejected in part, and the proofs wholly rejected, and the proofs, with the memorandum of admission or rejection of the same in whole or in part, as the case may be, endorsed thereon, shall be filed in Tribunal along with the certificate. 120. List of creditors not to be varied.- The list of creditors filed in Tribunal shall be the list of the creditors of the company, and shall not be added to or varied except under the order of the Tribunal and in accordance with such orders and where an order is made adding to or varying the list of creditors, the Company Liquidator shall amend the list in accordance with ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to the date of the declaration of the final dividend, at a rate not exceeding six per cent. per annum or such other rate as may be decided by the Tribunal, on the admitted amount of the claim, after adjusting against the said amount the dividends declared as on the date of the declaration of each dividend. ATTENDANCE AND APPEARANCE OF CREDITORS AND CONTRIBUTORIES 126. Attendance at proceedings.- (1) Save as otherwise provided by these rules or by an order of the Tribunal, every person for the time being on the list of contributories of the company and every creditor whose debt has been admitted by the Company Liquidator wholly or in part shall be at liberty at his own expense to attend the proceedings before the Tribunal or before the Company Liquidator and shall be entitled upon payment of the costs occasioned thereby to have notice of all such proceedings as he shall, by request in writing addressed to the Company Liquidator, desire to have notice of; but if the Tribunal shall be of opinion that the attendance of any such person has occasioned any additional costs which ought not to be borne by the funds of the company, it may direct such costs or a gross sum in lieu thereof t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ender or transfer to or into the hands of the Company Liquidator any money, property or books and papers in his custody or under his control to which the company is or appears to be entitled and where the person so required fails to comply with the notice, the Company Liquidator may apply to the Tribunal for appropriate orders and the notice shall be in Form WIN 51. CALLS IN WINDING UP BY TRIBUNAL 131. Calls by Company Liquidator.- Subject to the provisions of sub-sections (2) of section 465, the Tribunal may by order grant leave to the Company Liquidator to make calls referred to in section 296. 132. Company Liquidator to realise uncalled capital.- Notwithstanding any charge or encumbrance on the uncalled capital of the company, the Company Liquidator shall be entitled to call and realise the uncalled capital of the company and to collect the arrears, if any, due on calls made prior to the winding up, but shall hold all moneys so realised subject to the rights, if any, of the holder of any such charge or encumbrance. 133. Application for leave to make call.- (1) The Company Liquidator shall not make any call without obtaining the leave of the Tribunal for the purpose. (2) Wit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d by an affidavit in Form WIN 59 and notice of the application together with a copy of the affidavit shall be served on the contributory by registered post or speed post not less than seven days before the date fixed for the hearing of the application, and the order for payment shall be in Form WIN 60. 138. Other moneys due by contributories.- When any money is due to the company from a contributory or from the estate of the person whom he represents, other than moneys due on calls made subsequent to the winding up but including moneys due on calls made prior to the winding up the Company Liquidator may make an application to the Tribunal supported by an affidavit for an order against such contributory for the payment of such moneys and the notice of the application shall be given to such contributory by registered post or speed post not less than seven days prior to the date fixed for the hearing of the application. EXAMINATION UNDER SECTIONS 299 AND 300 139. Application for examination under section 299.- (1) An application for the examination of a person under section 299 may be made ex-parte, provided that where the application is made by any person other than the Company Li ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to take part in an examination under section 299 except the Company Liquidator and his authorised representative, but any person examined shall be entitled to have the assistance of his authorised representative, who may re-examine the witness : Provided that the Tribunal may permit, if it thinks fit, any creditor or contributory to attend the examination subject to such conditions as it may impose. (3) Notes of the examination may be permitted to be taken by the witness or any person on his behalf on his giving an undertaking to the Tribunal that such notes shall be used only for the purpose of the re-examination of the witness and on the conclusion of the examination, the notes shall, unless otherwise directed by the Tribunal, be handed over to the Tribunal for destruction. 143. Notes of deposition.- (1) The notes of the deposition of a person examined under section 299 shall be signed by such person and shall be lodged in the office of the Registry, but the notes shall not be open to the inspection of any creditor, contributory or other person, except the Company Liquidator, nor shall a copy thereof or extract therefrom be supplied to any person other than the Company Liquida ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to the Tribunal, and the Tribunal may thereupon hold the examination itself or pass such orders as it may think fit. 147. Procedure for contumacy.- (1) If a person examined before the person or authority appointed by the Tribunal refuses to answer to the satisfaction of such the person or authority any question which he may put or allow to be put, such the person or authority shall forthwith report such refusal to the Tribunal and upon such report being made, the person in default shall be in the same position and be dealt with in the same manner as if he had made default in answering before the Tribunal. (2) The report shall be in writing and shall set forth the question or questions put and the answer or answers given, if any, by the person examined, and the person or authority shall notify the person examined of the date when he should attend before the Tribunal, and the report shall be in Form WIN 67 and upon receiving the report, the Tribunal may take such action thereon as it may think fit. 148. Notes of examination. -The notes of every examination shall, after being signed as required by sub-section (7) of section 300, form part of the records of winding up and the Compa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... made by its own officers or by a Court subordinate to it and the concerned police officers shall aid and assist within their respective jurisdiction in the execution of such warrant. (2) The Court making the arrest shall send the contributory arrested in proper custody to the Tribunal by which the warrant of arrest was originally issued, unless he furnishes the required security to the satisfaction of the Court for his appearance before the Tribunal, in which case the Court shall release him on such security and inform the Tribunal by which the warrant of arrest was originally issued. APPLICATION AGAINST DELINQUENT DIRECTORS, PROMOTERS AND OFFICERS OF THE COMPANY 153. Application under section 339 or section 340.- An application under sub-section (1) of section 339 or under sub-section (1) of section 340, shall be made by a summons returnable in the first instance in chambers and the summons shall state the nature of the declaration or order for which the application is made, and the grounds of the application, and shall be served on every person against whom an order is sought not less than seven days before the day named in the summons for the hearing of the application, and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d the Tribunal shall thereupon fix a date for the hearing of the application and give such directions as may be necessary as to the persons on whom notice of the application should be served. 158. Claimant to furnish statement of his interest. -Where a person claims to be interested in any part of the property of the company which the Company Liquidator wishes to disclaim, such person shall, if so required by the liquidator, furnish a statement of the interest claimed by him. 159. Service of notice. - Notice of the date fixed for the hearing of the application referred to in rule 156 shall be in Form WIN 83 and shall be served not less than seven days before the date fixed for the hearing, together with a copy of the application and of the affidavit filed in support thereof, and the notice shall require that any affidavit-in-opposition to the application shall be filed in Tribunal and a copy thereof served on the Company Liquidator not later than two days before the date fixed for the hearing. 160. Order granting leave to disclaim. -On the hearing of the application referred to in rule 156, the Tribunal may after hearing the Company Liquidator and such parties as may appear in r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d thereto, and excluding such under-lessee, mortgagee or holder of charge, from all interest in or security upon the property. (2) An order requiring parties interested in a disclaimed lease to apply for a vesting order or to be excluded from all interest in the lease shall be in Form WIN 87, and an order vesting lease and excluding persons who have not elected to apply, shall be in Form WIN 88. COMPROMISE OR ABANDONMENT OF CLAIMS 163. No claim to be compromised or abandoned without sanction of Tribunal. -In a winding up by the Tribunal, no claim by the company against any person shall be compromised or abandoned by the Company Liquidator without the sanction of the Tribunal upon notice to such person as the Tribunal may direct. 164. Application for sanction of compromise. -Every application for sanction of a compromise or arrangement referred to in clauses (ii) and (iii) of sub- section (1) of section 343 shall be accompanied by a copy of the proposed compromise or arrangement and shall be supported by an affidavit of the Company Liquidator, along with final report of the Advisory committee, stating that for the reasons set out in the affidavit he is satisfied that the propose ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... dends and returns of capital may, at the request and risk and cost of the person to whom they are payable, be transmitted to him by money order, or to his bank account through electronic means as may be appropriate. 172. Form of order directing return of capital. -Every order by which the Company Liquidator is authorised to make a return to contributories of the company, shall, unless the Tribunal otherwise directs, contain or have appended thereto a schedule or list (which the Company Liquidator shall prepare) setting out in a tabular form the full names and addresses of the persons to whom the return is to be paid, and the amount of money payable to each person, and particulars of the transfers of shares (if any) which have been made or the variations in the list of contributories which have arisen since the date of the settlement of the list and such other information as may be necessary to enable the return to be made and the schedule or list shall be in Form WIN 92 with such variations as circumstances shall require and the Company Liquidator shall send a notice of return to each contributory by registered or speed post and electronic mode if any in Form WIN 93. 173. Payment ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the order of dissolution, and such other balance in his hands as he has been directed by the Tribunal to deposit into the Company Liquidation Dividend and Undistributed Assets Account and every order of dissolution shall direct that the Company Liquidator shall forward a certified copy of the order to the Registrar of Companies not later than seven days from the date of the order, and along with the copy of the order shall be filed with the Registrar of Companies, a statement signed by the Company Liquidator that the directions of the Tribunal regarding the application of the balance as per his final account have been duly complied with. 177. Conclusion of winding up. - The winding up of a company shall, for purposes of section 302, be deemed to be concluded at the date on which the order dissolving the company has been reported by the Company Liquidator to the Registrar of Companies unless any fund or assets of the company remaining unclaimed or undistributed in the hands or under the control of the Company Liquidator, have been distributed, or paid into the Company Liquidation Dividend and Undistributed Assets Account as provided in section 352. 178. Application to declare d ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... up by the Tribunal remaining after payment of the fees and expenses properly incurred in preserving, realising or getting in the assets shall, subject to any order of the Tribunal and to the rights of secured creditors if any, be liable to the following payments which shall be made in the following order of priority, namely :- First- the taxed costs of the petition including the taxed costs of any person appearing on the petition, whose costs are allowed by the Tribunal; Next-the costs and expenses of any person who makes, or concurs in making, the company's statement of affairs; Next-the necessary disbursements of the Company Liquidator other than expenses properly incurred in preserving, realising or getting in the properties of the company; Next-the cost of any person properly employed by the Company Liquidators; Next-the cost, charges and expenses incurred by the liquidator; Next-the actual out of pocket expenses necessarily incurred by the members of the advisory committee, and sanctioned by the Tribunal. (2) Save as otherwise ordered by the Tribunal, no payments in respect of bills of authorised representatives, shall be allowed out of the assets of the company wit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... fees to be allowed to authorised representatives of the parties shall be as decided by the Tribunal having regard to the nature and complexity of the case. 187. Costs of parties having common interest.- (1) Where two or more petitions or applications raise a common issue and are heard together and decided by a common judgment, unless the Tribunal otherwise orders, only one set of costs shall be allowed to all the parties together in the said petitions or applications who have a common interest. (2) Where different parties in the same proceeding have a common interest, only one set of fees shall be allowed to all of them together, though they may be represented by different authorised representatives, unless the Tribunal otherwise orders. 188. Tribunal's power to fix a fee. - (1) Nothing in these rules shall be deemed to prevent the Tribunal from fixing a fee for any matter if in any particular case the Tribunal considers it necessary to do so in the interest of justice. (2) In any case where the contest has not been of a substantial nature, the Tribunal may direct that the costs shall be on the uncontested scale. 189. Allowance to witnesses.-The allowances to be made to w ..... X X X X Extracts X X X X X X X X Extracts X X X X
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