Secretarial practice

Bibliographic data

Monograph

Identifikator:: 1828236004

URN:: urn:nbn:de:zbw-retromon-249926

Document type:: Monograph

Title:: Secretarial practice

Edition:: fourth edition

Place of publication:: Cambridge

Publisher:: W. Heffer & Sons Ltd

Year of publication:: 1930

Scope:: viii, 987 Seiten

Digitisation:: 2022

Collection:: Economics Books

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Chapter

Document type:: Monograph

Structure type:: Chapter

Title:: Chapter XX. Winding up

Collection:: Economics Books

WINDING UP 231 of liquidator is frequently undertaken by a company’s secretary. S. 225 of the Act enumerates the circumstances in which a company may be wound up voluntarily. These are as follows: (a) When the period, if any, fixed for the duration of the company by the articles expires, or the event, if any, occurs, on the occurrence of which the articles provide that the company is to be dissolved, and the company in general meeting has passed a resolution requiring the company to be wound up voluntarily: If the company resolves by special resolution that the company be wound up voluntarily: If the company resolves by extraordinary resolution to the effect that it cannot by reason of its liabilities continue its business, and that it is advisable to wind up. Of the above, (a), which, it will be observed, requires only an ordinary resolution, is seldom met in practice. In the case of an insolvent company, (c) is appropriate, and an extraordinary resolution will suffice. In any other case, e.g. if the winding up is for the purpose of reconstruction, (b) 1s applicable, and a special resolution is necessary. It need hardly be pointed out that, if a valid voluntary winding up is to be set on foot, extreme care must be taken in every detail connected with the convening and holding of the meeting. Under the Act of 1908, no distinction was made between a Members’ case where the company was solvent, and one where it was andCreditors’ insolvent. In either event the liquidator was appointed in Youtury a the first instance by the company in general meeting and the only course open to creditors who desired the appointment of another liquidator was to resolve at the meeting which had to be convened pursuant to s. 188 of that Act to apply to the Court for the appointment of another liquidator jointly with or in substitution for the liquidator appointed by the company. Under the Act of 1929, a distinction is drawn between a solvent and an insolvent winding up, the former being called ‘a members’ voluntary winding up,’ and the latter ‘a creditors’ voluntary winding up.” The winding up is a members voluntary winding up, if, before the date on which the notices of the meeting at which the resolution for the winding up is to be proposed are sent out, (1) the directors, or if there are more than two directors, a majority of the directors at a board meeting make a statutory declaration to the effect that they have made a full inquiry into the affairs of the company and that, having so done, they have formed the opinion that the

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