31 Conclusion of Winding-Up

(1) Company Liquidator to apply for dissolution - After the affairs of the Company have been fully wound up and final accounts thereof are audited, the Company Liquidator shall apply to the Tribunal within ten days along with audited final accounts and auditors certificate thereon for orders as to the dissolution of the company.

(2) Dissolution of the company - Upon hearing of the application, the Tribunal may, after hearing the Company Liquidator and any other person to whom notice may have been ordered by the Tribunal, make such orders as it may think fit as to the dissolution of the company. The balance amount lying in the hands of the Company Liquidator shall be deposited in the Company Liquidation Dividend and Undistributed Assets Account. Every order of dissolution shall direct that the Company Liquidator doforward a certified copy of the order to the Registrar of Companies not later than seven days from the date of receipt of the order. Along with the copy of the order shall be filed with the Registrar of Companies, a statement signed by the Company Liquidator that the directions of the Tribunal regarding the application of the balance as per his final account have been duly complied with. There shall also be an order for discarding the books and papers of the company and relieving the Company Liquidator.

(3) Conclusion of winding-up - The winding-up of a company shall, for the purposes of section 348, be deemed to be concluded-

(i) in the case of a company wound-up by order of the Tribunal, at the date on which the order dissolving the company has been reported by the Company Liquidator to the Registrar of Companies;

(ii) in the case of a company wound-up voluntarily, at the date of the dissolution of the company, unless any fund or assets of the company remaining unclaimed or undistributed in the hands or under the control of the Company Liquidator, shall be distributed or paid into the Company Liquidation Dividend and Undistributed Assets Account as provided in section 352 of the Act.

(4) Application to declare dissolution void. - An application under section 356 shall be made upon notice to the Central Government and the Registrar of Companies. Where the Tribunal declares the dissolution to have been void, the order shall direct that the applicant do file a certified copy of the order with the Registrar of Companies not later than twenty one days from the date of the order.