OFFICIAL LIQUIDATORS

Here, we will discuss provisions related to Official Liquidator.

APPOINTMENT OF OFFICIAL LIQUIDATOR (SECTION 359)

For the purposes of this Act, so far as it relates to the winding up of companies by the Tribunal, the Central Government may appoint as many Official Liquidators, Joint, Deputy or Assistant Official Liquidators as it may consider necessary to discharge the functions of the Official Liquidator.

The liquidators appointed shall be whole-time officers of the Central Government.

The salary and other allowances of the Official Liquidator, Joint Official Liquidator, Deputy Official Liquidator and Assistant Official Liquidator shall be paid by the Central Government.

POWERS AND FUNCTIONS OF OFFICIAL LIQUIDATOR (SECTION 360)

The Official Liquidator shall exercise such powers and perform such duties as     the Central Government may prescribe.

The Official Liquidator may—

(a) exercise all or any of the powers as may be exercised by a Company Liquidator under the provisions of this Act; and

(b) conduct inquiries or investigations, if directed by the Tribunal or the Central Government, in respect of matters arising out of winding up proceedings.

SUMMARY PROCEDURE FOR LIQUIDATION (SECTION 361)

Where the company to be wound up under this Chapter, —

(i) has assets of book value not exceeding one crore rupees; and

(ii) belongs to such class or classes of companies as may be prescribed, the Central Government may order it to be wound up by summary procedure provided under this Part.

Where an order is made, the Central Government shall appoint the Official Liquidator as the liquidator of the company.

The Official Liquidator shall forthwith take into his custody or control all assets, effects and actionable claims to which the company is or appears to be entitled.

The Official Liquidator shall, within thirty days of his appointment, submit a report to the Central Government in such manner and form, as may be prescribed, including a report whether in his opinion, any fraud has been committed in promotion, formation or management of the affairs of the company or not.

On receipt of the report u, if the Central Government is satisfied that any fraud has been committed by the promoters, directors or any other officer of the company, it may direct further investigation into the affairs of the company and that a report shall be submitted within such time as may be specified.

After considering the investigation report, the Central Government may order that winding up may be proceeded under Part I of this Chapter or under the provision of this Part.

SALE OF ASSETS AND RECOVERY OF DEBTS DUE TO COMPANY (SECTION 362)

The Official Liquidator shall expeditiously dispose of all the assets whether movable or immovable within sixty days of his appointment.

The Official Liquidator shall serve a notice within thirty days of his appointment calling upon the debtors of the company or the contributories, as the case may be, to deposit within thirty days with him the amount payable to the company.

Where any debtor does not deposit the amount, the Central Government may, on an application made to it by the Official Liquidator, pass such orders as it thinks fit.

The amount recovered under this section by the Official Liquidator shall be deposited in accordance with the provisions of section 349.

SETTLEMENT OF CLAIMS OF CREDITORS BY OFFICIAL LIQUIDATOR (SECTION 363)

The Official Liquidator within thirty days of his appointment shall call upon the creditors of the company to prove their claims within thirty days of the receipt of such call.

The Official Liquidator shall prepare a list of claims of creditors and each creditor shall be communicated of the claims accepted or rejected along with reasons to be recorded in writing.

APPEAL BY CREDITORS (SECTION 364)

Any creditor aggrieved by the decision of the Official Liquidator under section 363 may file an appeal before the Central Government within thirty days of such decision.

The Central Government may after calling the report from the Official Liquidator either dismiss the appeal or modify the decision of the Official Liquidator.

The Official Liquidator shall make payment to the creditors whose claims have been accepted.

The Central Government may, at any stage during settlement of claims, if considers necessary, refer the matter to the Tribunal for necessary orders.

ORDER OF DISSOLUTION OF COMPANY (SECTION 365)

The Official Liquidator shall, if he is satisfied that the company is finally wound up, submit a final report to—

(i) the Central Government, in case no reference was made to the Tribunal under sub-section (4) of section 364; and

(ii) in any other case, the Central Government and the Tribunal.

The Central Government, or as the case may be, the Tribunal on receipt of such report shall order that the company be dissolved.

Where an order is made, the Registrar shall strike off the name of the company from the register of companies and publish a notification to this effect.

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