Chapter 7

Consolidation Act 1908) further provides for the liquidator under a voluntary winding-up summoning a meeting of creditors to determine on the choice of a liquidator. A creditor may also in a proper case obtain an order for continuing the voluntary winding-up under the supervision of the court. Such an order has the advantage of operating as a stay of any actions or executions pending against the company. Except in these respects, the winding-up remains a voluntary one. The court does not actively intervene unless set in motion; but it requires the liquidator to bring his accounts into chambers every quarter, so that it may be informed how the liquidation is proceeding. When the affairs of the company are fully wound up, the liquidator calls a meeting, lays his accounts before the shareholders, and the company is dissolved by operation of law three months after the date of the meeting (C.A. 1862, ss. 142, 143).

By the court.

Irrespective of voluntary winding-up, the legislature has defined certain events in which a company formed under the Companies Act 1862 may be wound up by the court. These events are: (1) when the company has passed a resolution requiring the company to be wound up by the court; (2) when the company does not commence its business within a year or suspends it for a year; (3) when the members are reduced to less than seven; (4) when the company is unable to pay its debts, and (5) whenever the court is of opinion that it is just and equitable that the company should be wound up (C.A. 1862, s. 79; s. 129 of the Consolidation Act 1908). A petition for the purpose may be presented either by a creditor, a contributory or the company itself. Where the petition is presented by a creditor who cannot obtain payment of his debt, a winding-up order is _ex debito justitiae_ as against the company or shareholders, but not as against the wishes of a majority of creditors. A winding-up order is not to be refused because the company's assets are over mortgaged (Companies