Section 347: Disposal of books and papers of company

Companies Act, 2013 · Chapter XX: Winding Up · In force

This section is for determining how to dispose of a dissolved company's books and papers and the responsibilities and rules surrounding their destruction.

Penalty

(4) If any person acts in contravention of any rule framed or an order made under sub-section (3), he shall be punishable 2*** with fine which may extend to 3[fifty thousand rupees].

The section, clause by clause

What the section says

In plain terms

(1)When the affairs of a company have been completely wound up and it is about to be dissolved, the books and papers of such company and those of the Company Liquidator may be disposed of in such manner as the Tribunal directs.]

(2)After the expiry of five years from the dissolution of the company, no responsibility shall devolve on the company, the Company Liquidator, or any person to whom the custody of the books and papers has been entrusted, by reason of any book or paper not being forthcoming to any person claiming to be interested therein.

The company, the Company Liquidator, or any person entrusted with the custody of the books and papers are not responsible for missing books or papers after 5 years from the company's dissolution.

(3)The Central Government may, by rules,—

The Central Government can make rules to prevent the destruction of a wound-up company's books and papers for a certain period and allow creditors or contributors to appeal to the Tribunal.

(3)(a)prevent for such period as it thinks proper the destruction of the books and papers of a company which has been wound up and of its Company Liquidator; and

(3)(b)enable any creditor or contributory of the company to make representations to the Central Government in respect of the matters specified in clause (a) and to appeal to the Tribunal from any order which may be made by the Central Government in the matter.

(4)If any person acts in contravention of any rule framed or an order made under sub-section (3), he shall be punishable 2*** with fine which may extend to 3[fifty thousand rupees].

If someone breaks a rule or order made under sub-section (3), they can be fined up to fifty thousand rupees.

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 sub-section (1) (w.e.f. 15-11-2016).
2. The words “with imprisonment for a term which may extend to six months or” omitted by Act 29 of 2020, s. 49 (w.e.f. 21-12- 2020).
3. Subs. by s. 49, ibid., for “fifty thousand rupees, or with both” (w.e.f. 21-12-2020).
4. Subs. by s. 255 and the Eleventh Schedule, ibid., for sub-section (1) (w.e.f. 15-11-2016).

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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.