companies (winding up) rules 2020.

Part 1 GENERAL

1. Short title, commencement, and application:

(1) These rules may be called the Companies (Winding-Up) Rules, 2020.

(2) They shall come into force on the 1 st day of April 2020.

(3) These rules shall apply to winding up under of Companies Act 2013 (18 of2013).

2. Definitions:

In these rules, unless the context or subject matter otherwise requires:

(a) “Act” means the Companies Act, 2013 (18 of 2013);

(b) “Form” means a form annexed to these rules;

(c) “Registrar” means the Registrar of the National Company Law Tribunal or National Company Law Appellate Tribunal and includes such other officer of the Tribunal or Bench thereof to whom the powers and functions of the Registrar are assigned;

(d) “Registry” means the Registry of the Tribunal or any of its Benches or of the Appellate Tribunal, as the case may be, which keeps records of the applications and documents relating thereto;

(e) “Section” means a section of the Act;

(f) words and expressions used and not defined in these rules but defined in the Act shall have the meanings respectively assigned to them in the Act.

Part II WINDING UP BY TRIBUNAL

3. Petition for winding up:

(1) For the purposes of subsection (1) of section 272, a petition for winding up of a company shall be presented in Form WIN 1 or Form WIN 2, as the case may be, with such variations as the circumstances may require, and shall be presented in triplicate.

(2) Every petition shall be verified by an affidavit made by the petitioner or by the petitioners, where there are more than one petitioners, and in case the petition is presented by a body corporate, by the Director, Secretary or any other authorized person thereof, and such affidavit shall be in Form WIN 3.

4. Statement of affairs:

The statement of affairs, as required to be filed under sub-section (4) of section 272 or sub-section (1) of section 274, shall be in Form WIN 4 and shall contain information up to the date which shall not be more than thirty days prior to the date of filing the petition or filling the objection as applicable and the statement of affairs shall be made in duplicate, duly verified by an affidavit, and affidavit of concurrence of the statement of affairs shall be in Form WIN 5.

5. Admission of petition and directions as to advertisement:

Upon filing of the petition, it shall be posted before the Tribunal for admission of the petition and fixing a date for the hearing thereof and for appropriate directions as to the advertisements to be published and the persons, if any, upon whom copies of the petition are to be served, and where the petition has been filed by a person other than the company, the Tribunal may, if it thinks fit, direct notice to be given to the company and give an opportunity of being heard, before giving directions as to the advertisement of the petition, if any, and the petitioner shall bear all costs of the advertisement.

6. Copy of petition to be furnished:

Every contributory of the company shall be entitled to be furnished by the petitioner or by his authorized representative with a copy of the petition within twenty-four hours of his requiring the same on payment of five rupees per page.

7. Advertisement of the petition:

Subject to any directions of the Tribunal, notice of the petition shall be advertised not less than fourteen days before the date fixed for hearing in any daily newspaper in English and vernacular language widely circulated in the State or Union territory in which the registered office of the company is situated, and the advertisement shall be in Form WIN 6.

8. Application for leave to withdraw petition:

(1) A petition for winding up shall not be withdrawn after presentation without the leave of the Tribunal subject to compliance with any order of the Tribunal, including as to costs.

(2) An application for leave to withdraw a petition for winding up which has been advertised in accordance with the provisions of rule 7 shall not be heard at any time before the date fixed in the advertisement for the hearing of the petition.

9. Substitution for original petitioner:

(a) Where a petitioner – (i) is not entitled to present a petition; or

(ii) fails to advertise his petition within the time prescribed by these rules or by order of Tribunal; or

(iii) consents to withdraw the petition, or to allow it to be dismissed, or fails to appear in support of his petition when it is called on in Tribunal on the day originally fixed for the hearing thereof, or any day to which the hearing has been adjourned; or

(iv) if appearing, does not apply for an order in terms of the prayer of his petition; or,

(b) where in the opinion of the Tribunal there is another sufficient cause for an order being made under this rule, the Tribunal may, upon such terms as it may think just, substitute as petitioner any other person who, in the opinion of the Tribunal, would have a right to present a petition, and who is desirous of prosecuting the petition.

10. Procedure on substitution:

Where the Tribunal makes an order substituting a contributory as petitioner in a winding-up petition, it shall adjourn the hearing of the petition to a date to be fixed by the Bench and direct such amendments of the petition as may be necessary and such contributory shall, within seven days from the making of the order, amend the petition accordingly, and file two legible and clean copies thereof together with an affidavit in duplicate setting out the grounds, on which he supports the petition and the amended petition shall be treated as the petition for the winding-up of the company and shall be deemed to have been presented on the date on which the original petition was presented.

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