SECTION 433(A) WINDING UP BY COURT

1. Subject - Winding up by the Court.

2. Passing Authority - General Meeting.

3. Nature of the Resolution - Special Resolution.

4. Specimen Resolution(s):

"That the company be would up by the Hon'ble High Court at Calcutta with effect from such date as the Court may determine and that the Board of Directors be and is hereby istructed to make necessary application to the said Court."

5. Guidelines:

1) This is an alternative method to winding up on just and equitable grounds.

2) Court may refuse to windup a company on just and equitable grounds, if it considers that recourse to this method should be taken.

[In re: Longham Skating Rink Co. (1877) 5 Ch.D 669]

3) This Resolution is not necessary where the petition for winding up is based on any of the other grounds specified in the section.

[State of Madras v. Electric Tramways Ltd. (1955) 2 M.L.J.640]

6. Filing: Form 23--within 30 days.