WINDING UP

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and the property of the company disposed of,’ it appears to
be necessary that considerable detail should be shown. Or,
if the transactions are summarised, reference should be
made to the books or documents whence the summaries are
derived.
The account being prepared, the next step is to convene
a general meeting of the company, and also in the case of a
creditors’ voluntary winding up a meeting of creditors.
Ss. 236 and 245 require the meetings to be summoned by
advertisement. The advertisement is to be published in the
Gazette one month, i.e. one calendar month, at least, before
the day fixed for the meeting. But even although no extra-
ordinary resolution of the kind to be mentioned presently is
required to be passed, few liquidators will be content merely
with the notice by advertisement in the Gazette, but will send
notices to the shareholders in the manner prescribed by the
articles, and also in the case of a creditors’ winding up, to
the creditors known to him at their last-known addresses.
An advertisement in the Gazette only might result in no one
being present at the meeting except the liquidator, or at all
events, no quorum of shareholders or creditors, as the case
may be. However, if the sole business of the meeting is
that specified in ss. 236 and 245 as the case may be, there is no
legal obligation to give any notices other than the advertise-
ment, and the lack of a quorum at the final meeting will not
interfere with the dissolution. But in the great majority of
cases, unless there is a committee of inspection, advantage will
be taken by the liquidator of the provisions of s. 283 of the Act
as to disposing of the company’s books. This section em-
powers a company which has been wound up voluntarily, and
1s about to be dissolved, to dispose of the books in the case of a
members’ voluntary winding up in such way as the company by
extraordinary resolution directs, and in the case of a creditors’
voluntary winding up in such way as the committee of
inspection, or if there is none, as the creditors may direct.
And, since in the case of a members’ voluntary winding up
an extraordinary resolution is necessary for the purpose,
notice of the intention to propose such resolution must, by
s. 117 be duly given to all the members. A single notice
will suffice for both purposes: it will intimate to the share-
holders that the meeting is to be held for the purpose of
having the liquidator’s account laid before them, showing
the manner in which the winding up has been conducted
and the property of the company disposed of, and of hearing
any explanation that may be given by the liquidator,
and also for the purpose of determining by extraordinary