Page 233 - DCOM106_COMPANY_LAW

Company Law

Notes Self Assessment

8. Under which sec. if company fails to commence its main object the court may order
winding up
(a) 403 (f) (b) 413 (f)

(c) 423 (f) (d) 433 (f)
9. Deposit holder can file winding up petition under which sec.
(a) 433 (a) (b) 433 (c)

(c) 433 (e) (d) 433 (f)
10. The capital which is part of the uncalled capital of the company which can be called up
only in the event of its winding up it is called

(a) Issued capital (b) Nominal capital
(c) Authorised Capital (d) Reserve capital
11. Commencement of winding up of a company does not affect the nature of
(a) A fixed charge (b) A floating charge
(c) Both a and b (d) None of the above

14.7 Types of Voluntary Winding Up

Voluntary winding up may be of three types: (a) Members’ Voluntary winding up; (b) Creditors’
Voluntary winding up; (c) Voluntary winding up under supervision of court.

14.7.1 Members’ Voluntary Winding up

Members’ Voluntary winding up is possible only when the company is solvent and is able to
pay its liabilities in full. Following are the important provisions regarding members’ voluntary
winding up.
Declaration of Solvency (s.488)

Where it is proposed to wind up a company voluntarily, its directors, or in case the company has
more than two directors, the majority of the directors, may at a meeting of the Board, make a
declaration verified by an affidavit, to the effect that they have made a full enquiry into the
affairs of the company and that having done so, they have formed the opinion that the company
has no debts, or that it will be able to pay its debts in full within such period not exceeding 3
years from the commencement of the winding up as may be specified in the declaration. In order
to be effective, this declaration must be: (i) made within five weeks immediately preceding the
date of passing of the winding up resolution by the members; (ii) delivered to the Registrar for
filing before the said date; (iii) accompanied by a copy of the report of the auditors of the
company on the profit and loss account prepared since the date of the last account and the
balance-sheet of the company made out as on the last mentioned date and also embodies a
statement of the company’s assets and liabilities as at that date.
Any director of a company making a declaration under this section without having reasonable
grounds for the opinion that the company will be able to pay its debts in full within the period
specified in the declaration, shall be punishable with imprisonment for a term which may

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