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Companies (Court) Rules 1959 |
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[GSR 950, Dated 17.8.1959] |
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Rules |
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Arrangement of Rules |
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| 1. |
Short title and commencement |
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| 2. |
Interpretation |
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| 3. |
Proceedings to be neat and legible |
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| 4. |
Form of proceedings |
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| 5. |
Language of proceedings |
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| 6. |
Practice and procedure of the Court and provisions of the Code to app |
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| 7. |
Power of Court to enlarge or abridge time |
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| 8. |
Computation of time |
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| 9. |
Inherent powers of Court |
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| 10. |
Applications how made |
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| 11. |
Petitions |
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| 12. |
Matters to be heard in open Court and in Chambers |
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| 13. |
Registers to be kept |
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| 14. |
Serial number of proceedings |
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| 15. |
Process to be sealed |
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| 16. |
Inspection and copies of proceedings |
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| 17. |
Forms |
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| 18. |
Affidavits |
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| 19. |
Form of Judge's summons and service thereof |
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| 20. |
Issue of summons |
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| 21. |
Affidavit verifying petition |
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| 22. |
Enclosures to petition |
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| 23. |
Summons for directions |
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| 24. |
Advertisement of petition |
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| 25. |
Contents of advertisement |
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| 26. |
Service of petition |
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| 27. |
Notice of petition and time of service |
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| 28. |
Service on company |
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| 29. |
Petitioner to effect service |
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| 30. |
Affidavit of service |
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| 31. |
Procedure on default of compliance as regards advertisement and service of notice |
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| 32. |
Mode of service and service when deemed to be effected |
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| 33. |
Validity of service and of proceedings |
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| 34. |
Notice to be given by persons intending to appear at the hearing of petition |
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| 35. |
List of persons intending to appear, to be filed |
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| 36. |
Procedure at hearing of petition |
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| 37. |
Order to be drawn up |
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PART II |
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PROCEEDINGS IN MATTERS OTHER THAN WINDING UP |
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CONFIRMATION OF ALTERATION OF MEMORANDUM OF A COMPANY |
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| 38. |
Form of petition under section 17 and summons for directions |
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| 39. |
Directions at hearing of summons |
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| 40. |
Notice to Registrar of Companies and Central Government |
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| 41. |
Procedure where creditors are entitled to object |
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| 42. |
Order confirming alteration |
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CONFIRMATION OF ALTERATION IN THE CONSTITUTION OF A COMPANY |
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| 43. |
Petition under section 579 |
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ISSUE OF SHARES AT A DISCOUNT |
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| 44. |
Petition for sanctioning the issue of shares at a discount |
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| 45. |
Order sanctioning issue to be delivered to Registrar of Companies |
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REDUCTION OF SHARE CAPITAL |
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| 46. |
Form of petition for reduction of share capital and summons for directions |
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| 47. |
Procedure on hearing of summons |
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| 48. |
Directions at the hearing of summons |
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| 49. |
List of creditors |
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| 50. |
Affidavit verifying list of creditors |
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| 51. |
Inspection of list of creditors |
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| 52. |
Notice to creditors |
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| 53. |
Advertisement of petition and list of creditors |
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| 54. |
Affidavit of service |
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| 55. |
Affidavit by company as to the result of rules 52 and 53 |
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| 56. |
Procedure where claim is not admitted, and proof of debt |
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| 57. |
Costs of proof |
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| 58. |
Certificate by the Judge as to creditors |
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| 59. |
Hearing of petition |
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| 60. |
Who may appear and oppose |
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| 61. |
Directions at hearing |
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| 62. |
Order on petition |
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| 63. |
Minute |
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| 64. |
Advertisement of reasons for reduction of capital |
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| 65. |
Form of minute and notice of registration |
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VARIATION OF RIGHTS OF ANY CLASS |
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| 66. |
Petition to cancel variation of rights of SHAREHOLDERS |
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COMPROMISE OR ARRANGEMENT UNDER SECTIONS 391 to 394 |
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| 67. |
Summons for directions to convene a meeting |
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| 68. |
Service on company |
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| 69. |
Directions at hearing of summons |
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| 70. |
Proxies |
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| 71. |
Application for stay |
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| 72. |
Application to vacate or vary order of stay |
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| 73. |
Notice of meeting |
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| 74. |
Advertisement of the notice of meeting |
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| 75. |
Copy of compromise or arrangement to be furnished by the company |
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| 76. |
Affidavit of service |
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| 77. |
Result of the meeting to be decided by poll |
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| 78. |
Report of the result of the meeting |
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| 79. |
Petition for confirming compromise or arrangement |
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| 80. |
Date and notice of hearing |
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| 81. |
Order on petition |
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| 82. |
Application for directions under section 394 |
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| 83. |
Directions at hearing of application |
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| 84. |
Order under section 394 |
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| 85. |
Compromise or arrangement involving reduction of capital |
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| 86. |
Report on working of compromise or arrangement |
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| 87. |
Liberty to apply |
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RELIEF IN CASE OF OPPRESSION OR MISMANAGEMENT |
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| 88. |
Petition under section 397 or 398 |
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| 89. |
Notice to Central Government |
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| 90. |
Order involving reduction of capital or alteration of memorandum |
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| 91. |
Application under section 407(l)(b) for leave to act as managing director, et |
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RESTORATION OF THE NAME OF A COMPANY to the Register of Companies |
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| 92. |
Notice to Registrar of Companies |
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| 93. |
Delivery of order and advertisement thereof |
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| 94. |
Registrar's costs of petition |
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PART III |
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WINDING UP |
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WINDING UP BY COURT |
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WINDING,UP PETITION AND ITS HEARING |
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| 95. |
Petition for winding-up |
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| 96. |
Admission of petition and directions as to advertisement |
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| 97. |
Petition by a contingent or prospective creditor |
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| 98. |
Copy of petition to be furnished |
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| 99. |
Advertisement of petition |
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| 100. |
Application for leave to withdraw petition |
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| 101. |
Substitution of creditor or contributory for original petitioner |
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| 102. |
Procedure on substitution |
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| 103. |
Affidavit in opposition |
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| 104. |
Affidavit 'in reply |
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| 105. |
Stay of suit or proceeding pending petition |
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PROVISIONAL LIQUIDATOR |
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| 106. |
Appointment of Provisional Liquidator |
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| 107. |
Rules applicable to Provisional Liquidator |
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| 108. |
Costs, etc., of Provisional Liquidator |
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WINDING-UP ORDER |
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| 109. |
Notice to Official Liquidator of order |
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| 110. |
Contents of winding-up order and order appointing Provisional Liquidator |
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| 111. |
Order to be sent to Official Liquidator and form of order |
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| 112. |
Directions on making the winding-up order |
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| 113. |
Advertisement of the order |
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| 114. |
Official Liquidator to take charge of assets and books and papers of company |
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| 115. |
Form of proceedings after winding-up order is made |
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| 116. |
Application for stay of winding-up proceedings |
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APPLICATIONS UNDER SECTION 446 |
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| 117. |
Application for leave to commence or continue suit or proceeding |
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| 118. |
Application for transfer of suit or proceeding |
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TRANSFER OF WINDING·UP PROCEEDINGS |
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| 119. |
Application for transfer |
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| 120. |
Transmission of records upon transfer of proceedings |
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| 121. |
Proceedings to be re-numbered |
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| 122. |
Notice to Official Liquidator |
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| 123. |
Official Liquidator of Transferee Court to be Liquidator |
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STATEMENT OF AFFAIRS |
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| 124. |
Notice to submit statement |
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| 125. |
Application by Official Liquidator under section 454(2) |
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| 126. |
Preparation of statement of affairs |
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| 127. |
Form of the statement |
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| 128. |
Extension of time for submitting statement |
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| 129. |
Expenses of preparing the statement |
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| 130. |
Officers of company to attend and give information |
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| 131. |
Duty of person making or concurring in statement |
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| 132. |
Default in complying with section 454 |
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| 133. |
Dispensing with statement of affairs |
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| 134. |
Liquidator in voluntary winding up or winding-up subject to supervision, to submit statement |
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REPORTS BY OFFICIAL LIQUIDATOR UNDER SECTION 455 AND SUMMONS FOR DIRECTIONS |
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| 135. |
Preliminary report by Official Liquidator |
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| 136. |
Inspection of statement and preliminary report |
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| 137. |
Further Report by Official Liquidator |
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| 138. |
Consideration of report by Court |
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| 139. |
Summons for directions to be taken out by Official Liquidator |
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COMMITTEE OF INSPECTION |
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| 140. |
First meeting of creditors and contributories |
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| 141. |
Official Liquidator to report result of meeting and apply for directions |
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| 142. |
Application for order not to fill vacancy in Committee |
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| 143. |
Liquidator and members of the Committee dealing with company's assets |
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| 144. |
Committee of Inspection not to make profit |
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| 145. |
Costs of obtaining sanction of Court |
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| 146. |
Order sanctioning payment to Committee |
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DEBTS AND CLAIMS AGAINST COMPANY |
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| 147. |
Fixing a date for proving debts |
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| 148. |
Notice to creditors |
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| 149. |
Proof of debt |
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| 150. |
Mode of proof and verification thereof |
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| 151. |
Contents of proof |
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| 152. |
Workmen's wages |
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| 153. |
Production of bills of exchange and promissory notes |
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| 154. |
Value of debts |
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| 155. |
Discount |
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| 156. |
Interest |
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| 157. |
Periodical payments |
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| 158. |
Proof of debt payable at a future time |
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| 159. |
Examination of proof |
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| 160. |
Official Liquidator's right to summon any person in connection with the investigation |
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| 161. |
Oaths |
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| 162. |
Costs of proof |
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| 163. |
Acceptance or rejection of proof to be communicated |
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| 164. |
Appeal by creditor |
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| 165. |
Procedure where creditor appeals |
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| 166. |
Official Liquidator not to be personally liable for costs |
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| 167. |
Proofs and list of creditors to be filed in Court |
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| 168. |
List of creditors not to be varied |
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| 169. |
Notice of filing the list and inspection of the same |
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| 170. |
Procedure in the District Court regarding proof of claims |
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| 171. |
List of proofs and summons for directions |
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| 172. |
Direction at hearing of summons |
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| 173. |
Notice to be given to creditors |
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| 174. |
Settlement of list of creditors |
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| 175. |
Inspection of the list of creditors and the proofs filed |
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| 176. |
Expunging of proof |
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| 177. |
Procedure on failure to prove the debt within the time fixed |
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| 178. |
Right of creditor who has not proved debt before declaration of divident |
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| 179. |
Payment of subsequent interest |
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SETTLEMENT OF THE LIST OF CONTRffiUTORIES IN A WINDING UP BY THE COURT |
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| 180. |
Provisional list of contributories |
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| 181. |
Notice to be given of date of settlement of list |
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| 182. |
Settlement of the list |
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| 183. |
Certificate of final settlement to be filed in Court |
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| 184. |
Notice of settlement to contributories |
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| 185. |
Supplemental list of contributories |
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| 186. |
Variation of the list |
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| 187. |
Application by Official Liquidator for rectification of list |
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| 188. |
Application by contributory to vary the list |
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| 189. |
Official Liquidator not to be personally liable for costs |
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| 190. |
Settlement of the list of contributories in District Courts |
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| 191. |
Notice to be given of date of settlement |
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| 192. |
Settlement of the list |
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| 193. |
Supplemental list of contributories |
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| 194. |
Application ~for rectification of list |
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| 195. |
List of contributories consisting of past members |
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| 196. |
List of contributories under section 1 04( 1)( b) |
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GENERAL MEETINGS OF CREDITORS AND CONTRffiUTORIES IN A WINDING-UP BY COURT AND OF CREDITORS IN A CREDOTPRSVOLUNTORY" WINDING UP |
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| 197. |
Court meetings', 'Liquidator's meetings' and 'Voluntary Liquidation Meetings" |
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| 198. |
Application of Rules to meetings |
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| 199. |
Notice of meeting |
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| 200. |
Place and time of meeting |
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| 201. |
Notice of first or other meeting to officers of company |
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| 202. |
Proof of notice |
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| 203. |
Costs of calling meetings at instance of creditor or contributory |
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| 204. |
Chairman of meeting |
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| 205. |
Resolution at creditors' meeting |
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| 206. |
Resolution at contributories' meeting |
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| 207. |
Copies of resolutions to be filed |
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| 208. |
Non-receipt of notice by a creditor or contributory |
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| 209. |
Adjournments |
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| 210. |
Quorum |
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| 211. |
Procedure in the absence of quorum |
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| 212. |
When creditor can vote |
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| 213. |
Cases in which creditors may not vote |
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| 214. |
When secured creditor can vote |
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| 215. |
Effect of voting by a secured creditor |
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| 216. |
Procedure when secured creditor votes without surrendering security |
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| 217. |
Admission or rejection of proofs for purposes of voting |
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| 218. |
Minutes of proceedings |
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| 219. |
Report of Court meeting |
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PROXIES IN RELATION TO A WINDING·UP BY COURT AND TO MEETINGS OF CREDITORS IN A CREDITOR's VOLUNTORY WINDING UP |
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| 220. |
Voting by proxies |
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| 221. |
Form of proxies |
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| 222. |
Proxies to Liquidator or Chairman |
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| 223. |
Use of proxies by Deputy |
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| 224. |
Forms to be sent with notice |
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| 225. |
Proxies to be lodged |
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| 226. |
Holder or proxy not to vote on matter in which he is financially interested |
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| 227. |
Minor not to be appointed proxy |
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| 228. |
Filling in proxy where creditor or contributory is blind or incapable |
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| 229. |
Proxy of person not acquainted with English |
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ATTENDANCE AND APPEARANCE OF CREDITORS AND CONTRIBUTORIES |
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| 230. |
Attendance at proceedings |
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| 231. |
Representation of creditors and contributories before Court |
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COLLECTION AND DISTRIBUTION OF ASSETS IN A WINDING UP BY COURT |
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| 232. |
Powers of Official Liquidator |
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| 233. |
Official Liquidator to be in the position of a receiver |
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| 234. |
Company's property to be surrendered to Official Liquidator on requisition |
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CALLS IN A WINDING·UP BY THE COURT |
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| 235. |
Calls by the Official Liquidator |
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| 236. |
Official Liquidator to realise uncalled capital |
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| 237. |
Application for leave to make call |
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| 238. |
Notice of application |
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| 239. |
Order granting leave to make a call and document making the call |
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| 240. |
Service of notice of call |
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| 241. |
Order for payment of call |
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| 242. |
Other moneys due by contributories |
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| 243. |
Application for examination under section 477 |
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| 244. |
Directions at hearing of summons |
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| 245. |
Examination on commission or by interrogatories |
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| 246. |
Service of the summons |
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| 247. |
Conduct of the examination |
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| 248. |
Notes of the deposition |
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| 249. |
Order for public examination under section 478 |
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| 250. |
Notice of public examination |
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| 251. |
Adjournment of public examination to Court |
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| 252. |
Procedure for contumacy |
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| 253. |
Notes of examination |
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| 254. |
Shorthand notes of examination under sections 477 and 478 |
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| 255. |
Application under section 478(7)(a) |
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| 256. |
Default in attending examination under section 477 or 478 |
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| 257. |
Prison to which person arrested on warrant is to be taken |
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| 258. |
Execution of warrant of arrest outside ordinary jurisdiction of court |
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| 259. |
Public examination under section 519 |
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APPLICATIONS AGAINST DELINQUENT DIRECTORS, PROMOTERS AND OFFICERS OF THE COMPANY |
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| 260. |
Applications under section 542 or 543 |
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| 261. |
Directions at preliminary hearing of summons |
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| 262. |
Liberty to apply for further directions |
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DISCLAIMER |
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| 263. |
Application for disclaimer |
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| 264. |
Preliminary hearing of the summons |
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| 265. |
Claimant to furnish statement of his interest |
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| 266. |
Service of notice |
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| 267. |
Order granting leave to disclaim |
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| 268. |
Disclaimer to be filed in Court |
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| 269. |
Vesting of disclaimed property |
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COMPROMISE OR ABANDONMENT OF CLAIMS |
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| 270. |
No claim to be compromised or abandoned without sanction of court |
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| 271. |
Application for sanction of compromise |
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SALES BY THE OFFICIAL LIQUIDATOR |
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| 272. |
Sale to be subject to sanction and to confirmation by Court |
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| 273. |
Procedure at sale |
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| 274. |
Expenses of sale |
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DIVIDENDS AND RETURNS OF CAPITAL IN A WINDING UP BY COURT |
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| 275. |
Declaration of dividend or return of capital |
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| 276. |
Notice of declaration |
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| 277. |
Form of authority to pay dividend |
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| 278. |
Transmission of dividends by post |
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| 279. |
Form of order directing return of capital |
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| 280. |
Payment of dividend or return of capital due to a deceased creditor or contributory |
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TERMINATION OF WINDING·UP |
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| 281. |
Official Liquidator to apply for dissolution |
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| 282. |
Dissolution of the company |
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| 283. |
Liquidator to pay the balance into public account |
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| 284. |
Conclusion of winding-up |
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| 285. |
Application to declare dissolution void |
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| 286. |
REGISTERS AND BOOKS OF ACCOUNT OF THE OFFICIAL LIQUIDATOR |
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BANKING ACCOUNT OF THE OFFICIAL LIQUIDATOR |
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| 287. |
All moneys to be paid into the Reserve Bank |
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| 288. |
Bills, cheques and securities to be deposited into Bank |
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| 289. |
Payments into Bank under section 471 |
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| 290. |
Official Liquidator's Dividend Account |
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| 291. |
Fees to be credited to Central Government |
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| 292. |
Where the company has no available assets |
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INVESTMENT OF SURPLUS FUNDS |
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| 293. |
Investment of moneys |
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| 294. |
Official Liquidator to examine the accounts for purposes of investment |
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| 295. |
Investments to be made by the Bank |
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| 296. |
Dividend and interest to be credited |
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| 297. |
Refunds of income-tax |
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FILING AND AUDIT OF THE OFFICIAL LIQUIDATOR's ACCOUNTS |
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| 298. |
Half-yearly accounts to be filed |
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| 299. |
Form of account |
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| 300. |
Nil account |
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| 301. |
Registrar to send copy of account to the auditor |
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| 302. |
Audit of the Official Liquidator's accounts |
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| 303. |
Audit certificate to be filed |
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| 304. |
Audit fees |
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| 305. |
Inspection of the account and certificate of audit |
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| 306. |
Account and auditor's report to be placed before Judge |
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| 307. |
Legal assistance for the Official Liquidator |
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| 308. |
Employment of additional or special staff |
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| 309. |
Apportionment of expenses of common staff |
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| 310. |
Applications under section 463(2) and section 545(3) |
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| 311. |
Annual statement by the Official Liquidator under section 551 |
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VOLUNTARY WINDING-UP AND WINDING-UP SUBJECT TO SUPERVISION |
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| 312. |
Applicability of Rules 2.80 |
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| 313. |
Declaration of solvency in a members voluntary winding-up 2.80 |
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| 314. |
Statement to be laid before meeting of creditors under section 495(1) 2.80 |
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LIQUIDATOR IN VOLUNTARY WINDING-UP |
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| 315. |
Notice of appointment of liquidator |
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| 316. |
Order for winding-up subject to supervision |
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| 317. |
Security by liquidator appointed by Court |
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| 318. |
Limit of remuneration of liquidator |
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| 319. |
Restriction on purchase of goods by liquidator |
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| 320. |
Office of liquidator vacated by his insolvency |
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| 321. |
Resignation of liquidator |
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| 322. |
Duty of liquidator upon resignation |
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| 323. |
Books to be kept by the liquidator |
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| 324. |
Banking account of the liquidator |
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| 325. |
Bills, cheques and securities to be deposited in Bank |
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| 326. |
Investment of surplus funds |
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| 327. |
Liquidator's statements under section 551 |
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| 328. |
Annual statement under sections 496(1)(b) and 508(l)(b) |
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| 329. |
Notice convening final meeting and the account to be laid before the meeting |
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| 330. |
Consideration by Court of the statements under section 551 and the final account, in a winding-up subject to the supervision of the Court |
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| 331. |
Returns to Registrar of Companies |
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| 332. |
Inspection by creditor or contributory of statements filed by liquidator |
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| 333. |
Audit of the liquidator's accounts |
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| 333. |
Applications under section 518 |
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| 334. |
PAYMENT OF UNCLAIMED DIVIDENDS AND UNDISTRIBUTED ASSETS INTO THE COMPANIES LIQUIDATION |
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| 335. |
ACCOUNT IN A WINDlNG·UP |
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| 336. |
Statement to accompany payment |
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| 337. |
Unclaimed dividends or undistributed assets under investment |
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Application by person for payment of money paid into the Companies Liquidation Account |
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| 338. |
Costs and expenses payable out of the assets in a winding-up by the court |
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PART IV |
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COSTS AND TAXATION OF COSTS |
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| 339. |
Taxation of costs in Bombay, Calcutta and Madras |
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| 340. |
Registrar to be Taxing Officer |
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| 341. |
Costs in the discretion of the court |
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| 342. |
Costs to be taxed in accordance with the practice and procedure oc the court |
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| 343. |
All proper charges to be allowed |
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| 344. |
Contents of bill of costs |
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| 345. |
Vouchers to be filed |
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| 346. |
Time for lodging bill |
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| 347. |
Bill of costs by advocate or other person employed by Official Liquidator |
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| 348. |
Scale of advocate's fees |
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| 349. |
Fees in misfeasance proceedings |
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| 350. |
Fees when proceeding is compromised |
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| 351. |
Fees to more than one advocate |
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| 352. |
Costs of parties having common interest |
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| 353. |
Court's power to fix a fee |
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| 354. |
Reference to Judge in Chambers |
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| 355. |
Allowance to witnesses |
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| 356. |
Taxation between advocate and client |
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| 357. |
Review of taxation |
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| 358. |
Appeal against review |
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| 359. |
Certificate of taxation |
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PART V |
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MISCELLANEOUS |
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| 360. |
Inspection of file |
|
| 361. |
Saving of rules under Special Acts |
|
