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(ri) A sum dne to any member of a company, in his character of a neuber, by way of dividends, profits, or otherwise, shall not be deemed to be à debt of the company, payable to that member in a case of competition between himself and any other creditor not a member of the com- pany but any such sum may be taken into account for the purpose of the final adjustment of the rights of the contributorios among them- selves.
(2) In the winding up of a limited company, any director or manager, whether past or present, whose liability is, in pursuance of this Ordinance, ûulimited, shall, in addition to his liability (if any) to contribute as on ordinary member, be liable to make a further contribution as if he were at the commencement of the winding up a member of an unlimited company: Provided that---
(2) A past director or manager shall not be liable to make such farther contribution if he has ceased to hold office for a year or upwards before the commercement of the winding up: (1) A past director or manager shall not be liable to make such further contribution to respect of nuy debt or liability of the company contracted after he ceased to hold office :
(777) Subject to the articles of the company, a diree- for or manager shall not be liable to make such further contribution unless the court deous it necessary to require that contribution in order to satisfy the debts and liabilities of the com pany, and the costs, charges, and expenses of the winding up.
(3) In the winding up of a company limited by guarantee which has a share capital, every member of the company shall be liable, in addition to the amount under- taken to be contributed by him to the assets of the com- pany in the event of its being wound up to the extent of any sums unpaid on any shares held by him.
125. The feria "contributory" menus every person Definition of liable to contribute to the assets of a company in the event euntibntory. of its being wound up, and, in all proceedings for determin- 8 Edw. 7 c. ing and in all proceedings prior to the final determination 69 s. 124.
of the persons who are to be deemed contributories, includes
any person alleged to be a contributory,
128. The liability of a contributory shall create a Nature of debt of the nature of a specialty aceruing due from him at liability of the time when his liability commenced, but payable at the contributory.
ib, s. 126. times when calls are made for enforcing the liability.
127.--(1) If a contributory dies either before or after Contribu- he has been placed on the list of contributories, his personal tories in case representatives and his heire and devisees, shall be liable in of death of
member. a due course of administration to contribute to the assets
Ib. s. 126. of the company in discharge of his liability and shall be contributories accordingly.
(2) Where the personal representatives are placed on the list of contributories, the heirs or devisees shall not be added unless the court thinks ft.
(3) If the personal representatives make default in paying any money ordered to be paid by them, proceedings inay be taken for administering the personal and real estates of the deceased contributory, or either of them, and
of compelling payment thereont of the money due.
128. If a contributory becomes bankrupt, either before Contribu- or after he has been placed on the list of contributories, tories in case then-
of bank. ruptey of
(1) his trustee iu bankruptcy shall reprosent him for member.
all the purposes of the winding up, and shall be 6. s. 127,
a contributory accordingly, and may be called
on to admit to proof against the estate of the bankrupt, or otherwise to allow to be paid out
of his assets in due course of law, any money
due from the bankrupt in respect of his liability to contribute to the assets of the company; and
Provision As
to married Women,
fb, s. 128,
Circum- atances in which com- pany may be wound up by court.
Jb. s. 129.
Company wheu deered un- able to pay ile delta.
Ib, s. 130.
Provisions
tions for
winding up.
8 Edw. 7 c.
49-
(2) there may be proved against the estate of the bankrupt the estimated value of his liability to future calia as well as calis already rande. 129.-(1) The husband of a female contributory married before the first day of January, 1893, shall, during the continuance of the marriage, be liable, as resports any hability attaching to any shares acquired by her before that date, to contribute to the assets of the company the same sum as she would have been liable to contribute if she had not married, and he shall be a contributory accordingly.
(2) Subject as aforesaid, nothing in this Ordinance shall affect the provisions of the Married Women's Property Ordinance, 1905, or the Married Women's Property Amendment Ordinance, 1907.
Winding up by Court.
130. A company may be wound up by the court----
() if the company has by special resolution resolved
that the company be wound up by the court: (ii) if default is made in filing the statutory report
or in holding the statutory mecting : (i) if the company does not commence its business within a year from its incorporation, or suspends its business for a whole yeat
(i) if the mumber of members is reduced. in the ense of a private company, below two, or, in the case of any other company, below seven : (e) if the company is able to pay its debts: (i) if the court is of opinion that it is just and equi-
table that the company should be wound up.
131. A company shall be deemed unable to pay its delite- () if a creditor, by assignment or otherwise, to whom the company is indebted in a sus ex- ceeding five hundred dollars then due fins served on the company, by leaving the same at its registered office, a deiand under his hand requiring the company to pay the sum so die and the company has for three weeks thereafter neglected to pay the sum, or to secure or com- pound for in to the reasonable satisfaction of the creditor: or
() if execution or other process issued on a judg
ment decree or order of toy court in favour of a creditor of the company is returned unsatis- fied in whole or in part or
(iii) if it is proved to the satisfaction of the court that the company is unable to pay its debts, and, in determining whether a company is unable to pay its debts, the court shall inke into account the contingent and prospective liabilities of the company,
132.-(1) An application to the court for the winding
as to applica up of a company shall be by petition, presented subject to the provisions of this section either by the company, or by any creditor or creditors (including any contingent or prospective creditor or creditors), contributory or tributories, or by all or any of those parties, together or separately: Provided that--
89 5. 137.
Co-
(a) A contributory shall not be entitled to present a petition for winding up a company unless-
(i) either the number of members is re- duced, in the case of a private company, below two, or, in the case of any other company, below seven; or
(ii) the shares in respect of which ho is a contributory, or some of them, either were originally allotted to him or have been held by him, and registered in his name, for at least six months during the eighteen months before the commencement of the winding up, or have devolved on him through the deathof a former holder; and
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