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CS Professional · Corporate Restructuring, Valuation and Insolvency · Winding-up by Tribunal under the Companies Act, 2013

Himalaya Textiles Ltd passed a special resolution that it be wound up by the Tribunal. A Registrar of Companies proposes to present a winding-up petition on that ground alone. What is the position under the Companies Act, 2013?

The Registrar cannot petition on this ground. Section 272(3) allows Registrar petitions under section 271 except on the clause (a) ground, where the company has resolved by special resolution to be wound up by the Tribunal. Central Government sanction does not remove this bar.

  1. AThe Registrar may present it after hearing the company's directors
  2. BThe Registrar may present it with Central Government sanction
  3. CThe Registrar cannot present a petition on the ground that the company resolved by special resolution to be wound up by the TribunalCorrect
  4. DThe Registrar may present it only if the company has no assets

Explanation

Section 272(3) allows the Registrar to petition under section 271 except on the ground in clause (a), which is the special resolution ground. Government sanction does not cure this bar, so option 2 is wrong. That ground is for the company itself to invoke.

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