WINDING UP

247

creditor who has not completed execution before the com-
mencement of the winding up or, if he had notice of a meeting
having been called to pass a resolution for voluntary winding
up, before the date on which he had such notice, will not
be entitled to retain the benefit of the execution against
the liquidator, and if the liquidator finds that there has been
any execution shortly before his appointment, he should
inquire into the circumstances to see if the section applies.
Moreover [s. 269], the liquidator can, in certain cases, obtain
delivery from the sheriff of goods seized or the proceeds of sale
thereof, and accordingly should inquire whether the circum-
stances require the giving of any notice or the service of any
demand under the section.

The liquidator will take steps, as soon as possible, to
ascertain the extent of the company’s liabilities. In most
cases the books of the company, assuming them to have been
properly kept, will disclose the bulk of these, and if the
liabilities have been incurred in the ordinary course of the
company’s business, probably most of them can be admitted
without demur. In a voluntary winding up only those
creditors need prove their debts whose claims have not been
admitted. The liquidator will accordingly make out a list of
the claims he admits, i.e. of all the known and undisputed
liabilities of the company, whether they be trade liabilities,
or office expenses, or directors’ fees, or anything else. His
duty is then laid down by Rule 104 of the Winding-up Rules
of 1929, which requires him to fix a day, not less than fourteen
days after the date of the notice, mentioned presently, on
or before which creditors (i.e. in voluntary winding up,
creditors whose claims have not been admitted) are to prove
their debts or claims and to establish any title they may have
to priority under s. 264 of the Act, or be excluded from the
benefit of any distribution of assets made before their debts
are proved; he is to give notice of the day fixed by advertise-
ment in a newspaper, and, further, by sending notice in
writing to each person who to his knowledge claims to be a
creditor or preferential creditor and whose claim has not been
admitted. The notice is ordinarily inserted in the Gazette,
and in one or more newspapers circulating in the district
where the registered office of the company is. One or more
repetitions of the newspaper advertisement is often advisable.
[n dealing with proofs the liquidator must bear in mind that
(subject in the case of insolvent companies to the application
in accordance with s. 262 of the Law of Bankruptcy), all debts
payable on a contingency and claims present or future, certain
or contingent, ascertained or sounding only in damages are

Proof of
Debts.