Section 272: Petition for winding up
This section sets out who can petition for a company to be wound up and the requirements for doing so.
The section, clause by clause
What the section says
In plain terms
(1)Subject to the provisions of this section, a petition to the Tribunal for the winding up of a company shall be presented by—
A petition to wind up a company can be presented by the company, any contributory, the Registrar, a person authorised by the Central Government, or the Central Government or a State Government in certain cases.
(1)(a)the company;
(1)(b)any contributory or contributories;
(1)(c)all or any of the persons specified in clauses (a) and (b);
(1)(d)the Registrar;
(1)(e)any person authorised by the Central Government in that behalf; or
(1)(f)in a case falling under clause (b) of section 271, by the Central Government or a State Government.
(2)A contributory shall be entitled to present a petition for the winding up of a company, notwithstanding that he may be the holder of fully paid-up shares, or that the company may have no assets at all or may have no surplus assets left for distribution among the shareholders after the satisfaction of its liabilities, and shares in respect of which he is a contributory or some of them were either originally allotted to him or have been held by him, and registered in his name, for at least six months during the eighteen months immediately before the commencement of the winding up or have devolved on him through the death of a former holder.
A contributory can petition for winding up even if they hold fully paid-up shares, or if the company has no assets, as long as they have held the shares for at least six months during the eighteen months before the winding up.
(3)The Registrar shall be entitled to present a petition for winding up under section 271, except on the grounds specified in clause (a) 2[of that section]:
The Registrar can petition for winding up, except on certain grounds, but must first get the Central Government's approval after giving the company a chance to respond.
provisoProvided that the Registrar shall obtain the previous sanction of the Central Government to the presentation of a petition:
provisoProvided further that the Central Government shall not accord its sanction unless the company has been given a reasonable opportunity of making representations.
(4)A petition presented by the company for winding up before the Tribunal shall be admitted only if accompanied by a statement of affairs in such form and in such manner as may be prescribed.
If a company petitions for its own winding up, it must include a statement of affairs in a prescribed form and manner.
(5)A copy of the petition made under this section shall also be filed with the Registrar and the Registrar shall, without prejudice to any other provisions, submit his views to the Tribunal within sixty days of receipt of such petition.]
A copy of the petition must be filed with the Registrar, who will then give their views to the Tribunal within sixty days.
The right-hand column is written from the section text, not quoted from it, and it has no legal force. Where the two differ, the left-hand column is the law.
Amendment notes
- 1. Subs. by Act 31 of 2016, s. 255 and the Eleventh Schedule, for section 272 (w.e.f. 15-11-2016).
- 2. Subs. by Act 22 of 2019, s. 37, for “or clause (e) of that sub-section” (w.e.f. 15-8-2019).
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Referred to by
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Reproduced from the official India Code print for reference. Check the current text on India Code before you rely on it, and read the section alongside its Rules. Nothing here is legal advice.