The Indian Companies Act 1882, 6 of 1882, (Rep., Act 1 of 1956)

Section 177. The following consequences shall ensue upon the voluntary winding-up of a Company:

Repealed or not in force · As amended up to 2026-08

177. The following consequences shall ensue upon the voluntary winding-up of a Company:— (a) the assets of the Company shall be applied in satisfaction of its liabilities pari passu as they exist at the commencement of the winding-up, and subject thereto shall, unless the regulations of the Company otherwise Companies. [ACT VI] otherwise provide, be distributed amongst the members according to their rights and interests in the Company: (b) liquidators shall be appointed for the purpose of winding-up the affairs of the Company and distributing the assets: (c) the Company in general meeting shall appoint such persons as it thinks fit to be liquidators, and may fix the remuneration to be paid to them: (d) if one person only is appointed, all the provisions herein contained in reference to several liquidators shall apply to him: (e) upon the appointment of liquidators, all the powers of the directors shall cease, except in so far as the Company in general meeting, or the liquidators, may sanction the continuance of such powers: (f) when several liquidators are appointed, every power hereby given may be exercised by such one or more of them as may be determined at the time of their appointment, or, in default of such determination, by any number not less than two: (g) the liquidators may, without the sanction of the Court, exercise all powers by this Act given to the official liquidators: (h) the liquidators may exercise the powers hereinbefore given to the Court of settling the list of contributories of the Company, and any list so settled shall be primá facie evidence of the liability of the persons named therein to be contributories: (i) the liquidators may, at any time after the passing of the resolution for winding-up the Company, and before they have ascertained the sufficiency of the assets of the Company, call on all or any of the contributories for the time being settled on the list of contributories, to the extent of their liability, to pay all or any sums they deem necessary to satisfy the debts and liabilities of the Company, and the costs, charges and expenses of winding it up, and for the adjustment of the rights of the contributories amongst themselves; 1882.] Companies. themselves; and the liquidators may, in making a call, take into consideration the probability that some of the contributories upon whom the same is made may partly or wholly fail to pay their respective portions of the same: (j) the liquidators shall pay the debts of the Company, and adjust the rights of the contributories amongst themselves.

Source: India Code