1099
Consequences of Voluntary Winding Up.
217. In case of a voluntary winding up, the con- Effect of pany shall, from the commencement of the winding voluntary up, cease to carry on its business, except so far as winding up may be required for the beneficial winding up and status
thereof:
on business
of company. 19 & 20 Geo.
s. 228.
Provided that the corporate state and corporate 5, c. 23, powers of the company shall, notwithstanding any- thing to the contrary in its articles, continue until it is dissolved.
218. Any transfer of shares, not being a transfer A voidance made to or with the sanction of the liquidator, and of transfers, any alteration in the status of the members of the &c., after company, made after the commencement of a voluntary winding up, shall be void.
Declaration of Solvency.
commence- ment of
voluntary winding up. 19 & 20 Geo. 5. c. 23, s. 229.
219.-(1) Where it is proposed to wind up a com- Statutory pany voluntarily, the directors of the company in the case of a company having more than
or, declaration two of solvency
3
in case of
s. 230.
directors, the majority of the directors may, at proposal to meeting of the directors held before the date on wind up which the notices of the meeting at which the voluntarily. resolution for the winding up of the company is to 19 & 20 Geo. be proposed are sent out, make a statutory declara- 5, c. 23, tion to the effect that they have made a full inquiry into the affairs of the company, and that, having so done, they have formed the opinion that the company will be able to pay its debts in full within a period, not exceeding twelve months, from the commencement of the winding up.
(2) A declaration made as aforesaid shall have no effect for the purposes of this Ordinance unless it is delivered to the registrar of companies for registration before the date mentioned in subsection (1) of this section.
а
(3) A winding up in the case of which a declaration has been made and delivered in accordance with this section is in this Ordinance referred to as members' voluntary winding up," and a winding up in the case of which a declaration has not been made and delivered as aforesaid is in this Ordinance referred to as "a creditors' voluntary winding up."
Provisions applicable to a Members' Voluntary Winding Up.
220. The provisions contained in the five sections Provisions of this Ordinance next following shall apply
relation to a members' voluntary winding up.
in applicable to
a members' winding up 19 & 20 Geo.
5, c. 23, S. 231.
221.--(1) The company in general meeting shall Power of appoint one or more liquidators for the purpose of company to winding up the affairs and distributing the assets of appoint and the company, and may fix the remuneration to be paid to him or them.
fix re- muneration of liquidators. 19 & 20 Geo.
8. 232.
(2) On the appointment of a liquidator all the 5, e. 23, powers of the directors shall cease, except so far as the company in general meeting, or the liquidator. sanctions the continuance thereof.
222.—(1) If a vacancy occurs by death, resigna Power to tion, or otherwise in the office of liquidator appointed fill vacancy by the company, the company in general meeting in office of may, subject to any arrangement with its creditors, liquidators. fill the vacancy.
19 & 20 Geo
5, c. 23. s. 233.
be
(2) For that purpose a general meeting may convened by any contributory or, if there were more liquidators than one, by the continuing liquidators.