Step-1: General Meeting: The board of directors of the company is required to conduct a Board Meeting in order to make a declaration. Directors are required to make a Declaration that the company is solvent there are no pending dues till date or company has paid the entire dues. It also needs to declare that the company is not wound up in any fraudulent way.
Step-2: Fixing of date: The board of directors are required to fix date, time and place for conducting the general meeting.
Step-3: Issuance of Notice: The board of directors is required to issue notice for calling general meeting once the date and timing is fixed.
Step-4: Special Resolution: All the members and creditors are required to pass a special resolution in order to wind up the company. If 2/3rdmembers are of the opinion that in the interest of all the parties it is required to wind up the company, then the company could be wound up voluntarily. If not the case then company need to file application before tribunal.
Step-5: Notice of Resolution: Company need to file a notice of resolution with Registrar of Companies within 10 days of passing of special resolution.
Step-6: Publication in newspaper: Company need to publish the notice within 14 days of passing resolution in leading newspaper circulated where the registered office of the company is situated.
Step-7: Filing of certified copies: Company is required to file certified copies of Special resolution passed in general meeting within 30 days.
Step-8: Liquidator Account: Company is required to prepare the Liquidators account and get it audited.
Step-9: Final Board Meeting: Company is required to call for final general meeting and pass a special resolution for disposal of books of account of the company to be wound up.
Step-10: Application before Tribunal: Company needs to file application before Tribunal within 2 weeks of final general meeting along with the copy of account statement.
Step-11: Final order: If the tribunal is satisfied with the documents submitted and all compliances have been done, tribunal may pass the order for dissolution of such company within 60 days of filing of an application.
Step-12: Record with ROC: The company liquidator shall file a copy of order to the Registrar of Companies.
Step-13: Publication in newspaper: The Registrar of Companies shall publish a notice in the official gazette in regards to the dissolution of the company.
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