VOLUNTARY WINDING UP UNDER THE SUPERVISION OF COURT

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According to section 396 of Companies Ordinance, a voluntary winding up of a company can also be carried under the strict registration of the court. 1.  Resolution At first, company has to pass special resolution for the voluntary winding up of the company. 2.  Supervision Order Following are the common grounds on which the court issues the supervision order: 1.  The liquidator performs his duty in partial manner. 2.  The winding up resolution is obtained by fraud. 3.  The liquidator does not strictly observe the rules of winding up the company 3.  Power of the Court The court has the power to appoint an additional liquidator, or to remove any liquidator. 4.  Dissolution After the supervision order is made, the liquidator may exercise his powers in winding up of a company.  On completion of winding up, the court will make an order that the company is dissolved. Share Capital; In simple words, the term “capital” means the particular amoun...
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WHAT IS A “MEETING”

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Meeting:
“A gathering of two or more persons by previous notice or by mutual arrangement for the discussion and transaction of some business is called meeting.”
                                               
                                 SHAREHOLDERS’ MEETINGS
                                 AND COMPANY’S MEETING

 “When the members of a company gather at a certain time and place to discuss the business and managing affairs it is called meeting of the company.”

SHAREHOLDERS’ MEETINGS

The meetings, which are called to discus the affairs of the company with shareholders, are called shareholders’ meetings.  These meetings have following three kinds: 

STATUTORY MEETING

According to section 157, this meting is held only once in the life of a public company.  It is the first meeting of the members of a public limited company.  Its main objective is to provide the shareholders with first hand information about the exact position of company’s affairs.

1.  By whom and when held

Section 77 of the Companies Ordinance, 1984, makes it compulsory for:

•  every public company limited by shares,
•  every public company limited by guarantee, and
•  every private company converted into public company

that statutory meeting must be held within a period of not less than 3 months and not more than 6 months from the date at which the company is entitled to commence business.

2.  Objects

Its main object is:

•  To provide exact and latest information about the affairs of the company,
•  To win the confidence of shareholders of the company, and 
•  To discuss the statutory report.

3.  Notice

At least 21 days before the meeting, a notice must be sent to each shareholder along with the statutory report, by the secretary.

 4.  How the meeting is called

Under section 157(2) of Companies Ordinance, the directors should send a notice of statutory meeting, to all the shareholders, at least 21 days before the meeting.  Directors also send statutory report, duly certified by at least 3 directors – one of them should be the chief executive of the company.  

5.  Privileges to the members

The members of the company in meeting have the liberty to discuss any matter relating to company’s affairs.

STATUTORY REPORT

The report prepared by the secretary, certified by at least 3 directors – one of them being the chief executive of the company is called statutory report.  The statutory report contains the following information:

1.  Share Allotment

Total number of shares allotted and their consideration for allotment.

2.  Summary of Cash received

Summary of cash received in respect of shares allotted.

3.  Expenses

List of basic expenses of the company.

4.  Commission

Detail of commission for the sale of shares, if any.

5.  Particulars of Contract
 
The particulars of contract and their modifications, if any,

6.  Particulars of Directors

The names, addresses and occupations of the directors and other officers of the company.

7.  Underwriting Contract

The particulars of underwriting contract, if any.

8.  List of Arrears

The arrears, if any, due on calls from director or managing agents.

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