TMI BlogCompanies (Winding Up) Rules, 2020X X X X Extracts X X X X X X X X Extracts X X X X ..... ers and functions of the Registrar 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 sectio ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on within the time prescribed by these rules or by order 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 copie ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... such variations as may be necessary. (3) An order for the appointment of a provisional liquidator 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 s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ith the Registrar of Companies in form INC-28 of the Companies (Incorporation) Rules, 2014. 18. Contents of winding up 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. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... in the cause-title, the words 'in liquidation' or ‗in provisional liquidation as the case may be, shall appear in brackets. APPLICATION 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 Liquidato ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ves of, or liable for the debts of others, as required under sub-section (1) of section 281, and the list shall be in Form WIN 17. 29. Notice to be given of date of settlement .- (1) Upon 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 WI ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 33. Variation of list.- Save as provided in rule 31, the list of contributories shall not be varied, and no person settled on the list as a contributory shall be removed from the list, or his liability in any way 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... butory who may appear, decide as to who would be the members of the said advisory committee or pass such orders or give such directions in the matter, as the Tribunal may think fit. 38. Filling up of vacancy in advisory committee . (1) On a 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ration shall be paid to a member of the advisory committee for services rendered by him in the discharge of the duties attached to his office as a member of such committee. 43. Meetings of advisory committee. (1) The advisory committee shall meet at such times as it may 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 offic ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t times or places or both may, if thought fit, be appointed for the meeting of the creditors or contributories or both. 47. Notice of first or other meeting to officers of company .- (1) The Company Liquidator shall also give, to each of the officers of the company, who in his opinion ought to attend the first 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nd resolution at the meeting shall, unless the Tribunal otherwise orders, be valid notwithstanding that some creditors or contributories may not have received the notice sent to them. 55. Adjournments .- The chairman of the meeting may, with the consent of the creditors or contributories present in the meeting, as the case may be , adjourn it 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tor shall, unless he surrenders his security, state in his aforesaid proof, the particulars of his security, the date when it was given and the value at which it is assessed by a registered valuer, and shall be entitled to vote only in respect of the balance due to him, if any, after deducting the value of his security. 61. Effect of voting by a secured creditor .- If a secured 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 requ ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to use the proxies on his behalf and in such manner as he may direct. 70. Forms to be sent with notice .- Forms of proxies shall be sent to the creditors and contributories with the notice summoning the meeting and no name shall be inserted or printed in the form before it is sent. 71 . Proxies to be lodged .- A proxy shall be lodged not later than 48 hours before the meeting at which it is to be used, with the Company 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 o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... isters and books to be maintained by Company Liquidator.- (1) The Company Liquidator shall maintain the following books of accounts, so far as may be applicable, in respect of the company under winding up: (a). Register of Liquidations in Form WIN 38 A; (b). Central Cash Book in Form WIN 38 B; (c). Company s Cash Book in Form WIN 38 C; (d). General Ledger in Form WIN 38 D; (e). Cashier's Cash Book in Form WIN 38 E; (f). Bank Ledger in Form WIN 38 F; (g). Register 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 li ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Company Liquidator may maintain a petty cash of five thousand rupees or such higher amount as may be permitted by the Tribunal to meet day to day expenses, and all payments out of the aforesaid account by the Company Liquidator above two thousand rupees shall be made by cheque drawn against the said account. (2) The Company Liquidator shall make quarterly reports to the Tribunal regarding the funds, including filing the bank statements of the special bank account. 82. Bills, cheques, etc. to be deposited with bank .- All bills, 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, p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... was originally created. (2) The Official Liquidator shall reimburse the amount availed out of the said Common Pool Fund or Establishment Fund for the purpose of meeting the expenditure of the company in liquidation which does not have sufficient funds to its credit from the amounts of the company in liquidation on priority basis as and when any amount comes to its credit. INVESTMENT OF SURPLUS FUNDS 86. Investment of surplus funds. (1) All such money for the time being standing to the credit of the Company Liquidator at the bank as is not immediately 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 whethe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... unt for the period ending 30 th September, not later than the 31st of December following: Provided that the final accounts of the Company Liquidator shall be filed as soon as the affairs of the company have been fully wound up, irrespective of the period specified above: Provided further that the Tribunal may permit the Company Liquidator to straight away forward completed accounts of the company in liquidation in respect of relevant period to the auditor for the purpose of audit in Form WIN 42 requesting that the accounts may be audited, and the certificate of audit shall be submitted to 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d rupees and to obtain a copy thereof on payment of the charges at the rate of five rupees per page. 99. Account and auditor's report to be placed before Tribunal. - Upon the audit of the account, the Registry shall place the statement of account and the auditor's certificate before the Tribunal for its consideration and orders. Part III WINDING UP BY TRIBUNAL (OTHER THAN SUMMARY WINDING UP) DEBTS AND CLAIMS AGAINST COMPANY 100. Notice for proving debts. (1) Subject to the provisions of the Act and directions of the Tribunal, the Company Liquidator in a winding up by the Tribunal shall, within a period of thirty days 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... In any case where there are numerous claims for wages or any accrued remuneration by workmen and others employed by the company, it shall be sufficient if one proof in Form WIN 45 for all such claims is made either by a foreman or some other person on behalf of all such creditors and such proof shall be annexed thereto as forming part thereof, setting forth the names of the workmen and others and the amounts severally due to them in the schedule in the said form, and any proof made in compliance with this rule shall have the same effect as if separate proofs had been made by each of the said workmen and others. 105. Production of bills of exchange and promissory notes. - 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... later than thirty days or within such time as may be allowed by the Tribunal on an application by the liquidator, examine every proof of debt lodged with him and the grounds of the debt and he may call for the production of the documentary proof if any referred to in the affidavit of proof or require further evidence in support of the debt, and if he requires further evidence, or requires that the creditor should attend the investigation in person, he shall fix a day and time at which the creditor is required to attend or to produce further evidence and send a notice to such creditor in Form WIN 46 by pre-paid registered post or speed post so as to reach him not later than seven days before the date 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ny Liquidator shall, upon receiving notice of the appeal against a decision rejecting a proof wholly or in part, file with the Registry such proof with the order containing the grounds of rejection. (2) It shall be open to any creditor or contributory to apply to the Tribunal for leave to intervene in the appeal, and the Tribunal may, if it thinks fit, grant the leave subject to such terms and conditions as may be just, and where such leave has been granted, notice of the hearing of the appeal shall be given to such creditor or contributory. 118. Company Liquidator not to be personally liable for costs. - The Company Liquidator shall in no case be personally liable for costs in relation to an appeal from his decision rejecting 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 amount ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tion of any dividend or dividends shall be entitled to be paid out of any money for the time being in the hands of the Company Liquidator available for distribution of dividend, any dividend or dividends which such creditor may have failed to receive before that money is applied to the payment of any future dividend or dividends, but he shall not be entitled to disturb the distribution of any dividend declared before his debt was proved by reason that he has not participated therein. 125. Payment of subsequent interest. - In the event of there being a surplus after payment in full of all the claims admitted to proof, creditors whose proofs have been admitted shall be paid interest from the date of the winding up order or of the resolution, as the case may be, up 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the discharge by the Company Liquidator of the duties imposed by sub-section (1) of section 290, the Company Liquidator shall, for the purpose of acquiring and retaining possession of the property of the company, be in the same position as if he were a Receiver of the property appointed by the Tribunal, and the Tribunal may on his application enforce such acquisition or retention accordingly. 130. Company s property to be surrendered to Company Liquidator on requisition .- Any contributory for the time being on the list of contributories, trustee, receiver, banker, agent, officer or other employee of a company which is being wound up under order of the Tribunal, shall on notice from the Company Liquidator and within such time as he shall by notice require, pay, deliver, convey, surrender 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 TRIBUN ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... es may require. 136. Service of notice of call .- Immediately after filing the document making the call as referred to in rule 135, the Company Liquidator shall serve by registered post or speed post or in electronic mode, a copy of the order granting leave to make the call upon each of the contributories included in such call together with a notice in Form WIN 57 specifying the amount or balance due from such contributory in respect of such call and the order granting leave to make a call need not be advertised unless the Tribunal otherwise orders for any special reason. 137. Order for payment of call .- The Company Liquidator may apply to the Tribunal for an order against any contributory or contributories for payment of moneys due on the calls made by him and the application shall be made in Form WIN 58 supported 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... regard to the scale of fees in force in the Tribunal and when the summons are served by registered post, such sum shall be sent to such person by postal money order. 142. Conduct of examination. (1) The Company Liquidator shall have the conduct of an examination under section 299, provided that the Tribunal may, if for any reasons it thinks fit so to do, entrust the conduct of the examination to any contributory or creditors and where the conduct of the examination is entrusted to any person other than the Company Liquidator, the Company Liquidator shall nevertheless be entitled to be present at the examination in person or by authorised representative, and may take notes of the examination for his own use and put such questions to the person examined as the Tribunal may allow. (2) Save as provided in sub-rule (1), no person shall be entitled 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... son or persons to be examined, a notice in Form WIN 66 of the date and hour fixed for the examination and the officer before whom it is to be held, together with a copy of the order directing the examination and where the examination is adjourned, it shall not be necessary to advertise the adjournment or serve notice thereof unless otherwise ordered by the Tribunal. 146. Adjournment of examination for orders of Tribunal. - Where on an examination held before the person or authority appointed by the Tribunal, such person or authority is of the opinion that the examination is being unduly or unnecessarily protracted or, for any other sufficient cause, he is of the opinion that the examination should be held before the Tribunal, such person or authority may adjourn the examination of any person, or any part of the examination, to be held before the Tribunal and submit his report 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 an ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... utory in prison shall be in Form WIN 69 and the order of releasing him on bail shall be in Form WIN 70. 152. Execution of warrant of arrest outside jurisdiction of Tribunal. - (1) Where a warrant has been issued by the Tribunal under these rules for the arrest of a contributory who is or is believed to be outside the jurisdiction of the Tribunal, the Tribunal issuing the warrant may send the warrant of arrest for execution to the District Court or, to the Court of Small Causes at Bombay, Calcutta or Madras (if the warrant has to be executed in any of these places) within the ordinary jurisdiction of which such contributory shall then be or be believed to be, with a requisition in Form WIN 71 annexed thereto under the seal of the Tribunal requesting execution of the warrant by the Court to which it is sent and the last mentioned Court shall seal the warrant with its seal and shall cause the arrest to be 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... application. DISCLAIMER 156. Application for disclaimer. - (1) An application for leave to disclaim any part of the property of a company pursuant to sub-section (1) of section 333 shall be made by an application supported by an affidavit setting out the full facts relating to the property, the parties interested, the nature of their interests, and stating whether the company is solvent and whether any notice has been served on the liquidator by any person referred to in sub-section (4) of the said section requiring him to elect whether or not he will disclaim. (2) The notice and application referred to in sub-rule (1) shall be in Forms WIN 76 to 82 with such variations as may be necessary. 157. Preliminary hearing of application. - The application referred to in rule 156 shall be posted before the Tribunal ex-parte in the first instance for directions as to the persons on whom notice of the application should be served, and 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 intere ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... otice shall be given to such under-lessee, mortgagee or holder of charge, that if he does not elect to accept and apply for a vesting order upon the terms required by the abovementioned sub-section and such other terms as the Tribunal may think just, within a time to be fixed by the Tribunal and stated in the notice, he will be excluded from all interest in and security upon the property and the Tribunal may adjourn the application for such notice to be given and for such under-lessee, mortgagee or holder of charge, to be added as a party to and served with a copy of the application, and to make, if he deem fit, such election and application as is mentioned in the notice, and if at the expiration of the time so fixed by the Tribunal, such under-lessee, mortgagee or holder of charge, fails to make such election and application, the Tribunal, may make an order vesting the property in the applicant or other person who, in the opinion of the Tribunal, may be entitled 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 o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rn of capital. - No dividend to creditors or return of capital to contributories shall be declared by the Company Liquidator without the sanction of the Tribunal. 169. Notice of declaration. -The Company Liquidator shall give notice of the declaration of dividend not less than fifteen days prior to the date fixed for the payment thereof and unless otherwise directed by the Tribunal, such notice shall be given by advertisement in such newspapers as the Tribunalshall direct and by sending by registered or speed post and electronic mode if any, a notice to every person whose name appears in the list of creditors as on such date and the advertisement shall be in Form WIN 89 and the notice to creditor in Form WIN 90. 170. Form of authority to pay dividend. - A person to whom dividend is payable may lodge with the Company Liquidator an authority in writing to pay such dividend to another person named therein and such authority shall be in Form WIN 91. 171. Transmission of dividends, etc. by post. -Dividends 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 throug ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... icate thereon for orders as to the dissolution of the company. 175. Dissolution of company. - Upon the hearing of the application, the Tribunal may, after hearing the Company Liquidator and any other person to whom notice may have been ordered by the Tribunal, upon perusing the account as audited, make such orders as it may think fit as to the dissolution of the company, the application, subject to the provisions of the Act, of the balance in the hands of the Company Liquidator or the payment thereof into the Company Liquidation Dividend and Undistributed Assets Account, and the disposal of the books and papers of the company and of the liquidator. 176. Liquidator to pay the balance into Company Liquidation Dividend and Undistributed Assets Account. -Upon an order for dissolution being made, the Company Liquidator shall forthwith pay into the Company Liquidation Dividend and Undistributed Assets Account any unclaimed dividends payable to creditors or undistributed assets refundable to contributories in his hands on the date 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 Divid ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... claimed dividends and undistributed assets into the Company Liquidation Dividend and Undistributed Assets Account, money invested or deposited at interest by the liquidator shall be deemed to be money in his hand, and when such money forms part of the unclaimed dividends or undistributed assets of the company, the liquidator shall realise the investment or withdraw the deposit and shall pay the proceeds into the Company Liquidation Dividend and Undistributed Assets Account. 181. Application by person for payment of money paid into the Company Liquidation Dividend and Undistributed Assets Account .-An application under sub-section (6) of section 352 by any person claiming to be entitled to any money paid into the Company Liquidation Dividend and Undistributed Assets Account for payment of such money shall state whether the applicant had made an application to the Central Government for the payment, and, if so, the result of the application. 182. Cost and expenses payable out of the assets in a winding up by Tribunal. - (1) The assets of a company in a winding up by the Tribunal remaining after payment of the fees and expenses properly incurred in preserving, realising or ge ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... claration of a dividend) deliver his bill of costs or charges to the Company Liquidator, and if he fails to do so within four weeks of the receipt of the request or such extended time as the Tribunal may allow, the Company Liquidator shall declare and distribute the dividend without regard to such person's claim and the claim shall be forfeited : Provided that the Tribunal may, at any time before the declaration of the final dividend, for good cause shown, restore the claim and order the bill to be received without prejudice to the distribution of dividends declared prior to the making of the order, and the request by the Company Liquidator shall be in Form WIN 95 and shall be served personally or by registered post or speed post. 185. Fees in misfeasance proceeding.- In a proceeding against the persons referred to in sections 339 or 340, the fees to authorised representatives shall be allowed as decided by the Tribunal having regard to the nature and complexity of the case. 186. Fees when proceeding is compromised.- Where a proceeding is compromised prior to its being set down for hearing, the fees to be allowed to authorised representatives of the parties shall be ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Central Government as may be necessary, from time to time. (5) The Official Liquidator shall dispose of all the assets in the manner as described in preceding rules 165 to 167 with the modification that wherever the word Tribunal is mentioned, it shall be read as Central Government and with further directions issued by the Central Government as may be necessary, from time to time. (6) The monies received by the Official Liquidator as referred to in section 349 shall be paid by him into the public account of India in the Reserve Bank of India as mentioned in that section not later than the next working day of the said Bank. (7) For the purposes of section 363, the creditors of the company shall prove their claim in the manner as provided under rules 100 to 125, with the modification and directions by Central Government as mentioned in sub-rule (4). (8) In the absence of any rules under this Part, on any subject for conduct of liquidation proceeding by the Official Liquidator, the relevant rules in the other Parts of these rules shall be followed with necessary modifications as directed by the Central Government. PART VI. MISCELLANEOUS 191. Inspection of fi ..... X X X X Extracts X X X X X X X X Extracts X X X X
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