Corporate_law_and_secretarial_PPT[1]b.com[1][1] final.pptx

winding up of a company

1. Corporate law and secretarial practices AYESHA (2021-b.com-014) Eman anjum (2021-b.com-018) Javeria Malik ( 2021-b.com-029) RIMSHA SAGHEER (2021-b.com-043 ) TAYYABA ZULFIQAR (2021-B.COM-047)

2. Winding up and dissolution of a company in Pakistan

3. Winding up: Winding up a company is the legal process of ending its existence, similar to closing down a business. In this process: Asset Sale Debt Settlement Distribution of Remaining Funds This process is also known as liquidation Winding up is a legal process that follows specific rules in different places. It includes many steps to finish a company's affairs properly and within the law. 3

4. Liquidator and its role: The liquidator is the person in charge of managing the closure of a company. If the closure is done through the court, the liquidator is called the official liquidator. The main tasks of the liquidator include selling the company's assets, paying its debts, and giving any leftover money to the shareholders . Powers of the liquidator includes: Legal Proceedings Business Operations Dealing with Creditors Calls and Liabilities Asset Sales Legal Documents Bankruptcy Claims Financial Instruments Raising Funds 4

5. Consequences of Winding Up For the Company For Shareholders For Creditors For Management For Company Property 5

6. Modes of Winding up: The winding up of a company may be either; 1. By the Court 2. Voluntary 3. Subject to the supervision of the Court. 6

7. Winding up of the Company by the Court : Special Resolution Default in Statutory Requirements Failure to Start Business Reduction in Members Inability to Pay Debts Unlawful Activities Unauthorized Business Oppressive Conduct Improper Management Listed Company Status Failure  of Main Object 7

8. Procedure for Winding up and Filing a Petition: Special resolution passed by 3/4th of its members. List of assets and creditors needs to be prepared. Creditors haven't been paid, they can decide to file a winding-up petition . Commission , Registrar, or an authorized person can file a petition. 8

9. Who Can File a Petition? The company itself Creditors Shareholders The Registrar of  Companies SECP Documents Required for the Petition: Petition Affidavit C opy of the special resolution if the company is filing the petition . Copies of agreements and documents supporting creditors' petitions. Any other documents the petitioner relies on as evidence. 9

10. voluntary winding up of the member of company(a) - A company can choose to wind up voluntarily if it's not able to continue its business - Voluntary winding up allows the company to close down on its own terms Procedure_ Directors declare solvency- Shareholders pass resolution to wind up Appoint liquidator Publish notices Liquidator calls creditor meeting (if needed ) Annual updates Final report and accounts Special Resolution (Form-26 ) Declaration of Solvency (Form 107 ) Director's Affidavit Liquidator's Consent Published Notices Reports (Preliminary & Final ) Final Meeting Notice Return to Company Registration Office Documents 10

11. Creditor’s Voluntary Winding Up of the Company: (b) If a company can't pay its debts and decides to close down voluntarily, it can do so through a process called creditor's voluntary winding up . Meeting of Creditors. Purpose of the Meeting. Decision Making. Impact on the Company. 11 Special Resolution by Company Creditors ' Meeting and Appointment of Liquidator Notice to Registrar and Liquidator Consent Formation of Committee of Inspection Asset Realization and Debt Settlement Ongoing Reporting and Meetings Final Accounts and Audited Reports Dissolution  Process Procedure for Creditor’s Voluntary Winding Up

12. When a company has decided to wind up voluntarily, the Court has the power to order that the voluntary winding up continues but under the supervision of the Court. Procedure winding up of the Company Subject to the Supervision of the Court : Resolution for Voluntary Winding Up . Court Order for Supervision . Terms and Conditions Petition Deemed as Winding Up by Court . Court's Decision. 12 Winding up of the Company Subject to the Supervision of the Court:

13. 13 Comparing Voluntary and Compulsory Winding up procedures Voluntary Winding Up Compulsory Winding Up Shareholders or the company itself (if it passes a special resolution). A petition is filed in court, usually by creditors, shareholders, or the regulatory authorities. No petition to court is required initially. A petition to court is required to start the process. The Company retains control over the process. The court appoints an official liquidator. Meetings are held with creditors and shareholders. The court takes control over the process. Generally, it is quicker compared to compulsory winding up. Court-supervised meetings may be held. Usually less expensive than compulsory  winding up. Generally more expensive due to legal fees and court costs.

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