In forceAmended2020 Revised Edition

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Insolvency, Restructuring and Dissolution Act 2018 · 2020 Revised Edition · Part 8 · Winding Up

124. Application for winding up

Amended

Last amended by an amending law of 2021.

(1)

A company, whether or not it is being wound up voluntarily, may be wound up under an order of the Court on the application of one or more of the following:

(a)

the company;

(b)

any director of the company;

(c)

any creditor, including a contingent or prospective creditor, of the company;

(d)

a contributory, any person who is the personal representative of a deceased contributory, or the Official Assignee of the estate of a bankrupt contributory;

(e)

the liquidator of the company;

(f)

the Minister mentioned in section 241 of the Companies Act 1967, under that section;

(g)

the Minister, on any ground specified in section 125(1)(b), (d), (l), (m) or (n);

(h)

the judicial manager appointed under this Act for the company;

(i)

in the case of a company that is carrying on or has carried on banking business, the Monetary Authority of Singapore established under the Monetary Authority of Singapore Act 1970.

(2)

Despite subsection (1), the following apply:

(a)

a person mentioned in subsection (1)(b) may not make a winding up application unless a prima facie case for winding up is established to the satisfaction of the Court, and the Court grants that person permission to bring the winding up application;

(b)

a person mentioned in subsection (1)(d) may not make a winding up application on any of the grounds specified in section 125(1)(a), (b), (c), (e) or (i), unless —

(i)

the company has no member; or

(ii)

the shares in respect of which the contributory was a contributory, or some of those shares —

(A)

were originally allotted to the contributory;

(B)

have been held by the contributory and registered in the contributory’s name for at least 6 months during the 18 months before the making of the winding up application; or

(C)

have devolved on the contributory through the death or bankruptcy of a former holder;

(c)

an application to wind up a company on the ground specified in section 125(1)(b) must not be made by any person except a contributory or the Minister, and must not be made before the expiration of 14 days after the last day on which the statutory meeting ought to have been held;

(d)

the Court must not hear a winding up application made by a contingent or prospective creditor until such security for costs has been given as the Court thinks reasonable, and a prima facie case for winding up has been established to the satisfaction of the Court;

(e)

where a company is being wound up voluntarily, the Court must not make a winding up order unless it is satisfied that the voluntary winding up cannot be continued with due regard to the interests of the creditors or contributories.

Terms defined in this Act

bankrupt
Defined · s 2
“bankrupt” means —(a)an individual debtor who has been adjudged bankrupt by a bankruptcy order; or(b)where a bankruptcy order has been made against a firm, each of the partners in the firm;
Open s 2
company
Defined · s 2
“company” has the meaning given by section 4(1) of the Companies Act 1967;
Open s 2
contributory
Defined · s 2
“contributory” has the meaning given by section 4(1) of the Companies Act 1967;
Open s 2
Court
Defined · s 2
“Court” means the General Division of the High Court;
Open s 2
creditor
Defined · s 273
“creditor”, in relation to a debtor proposing a voluntary arrangement under Part 14, means a creditor to whom the debtor owes a debt provable in bankruptcy;
Open s 273
director
Defined · s 61
“director” has the meaning given by section 4(1) of the Companies Act 1967;
Open s 61
judicial manager
Defined · s 88
“judicial manager”, in relation to a company, means a person appointed under this Part to manage the company and its affairs, business and property, but does not, unless a contrary intention appears, include an interim judicial manager;
Open s 88
liquidator
Defined · s 2
“liquidator” includes the Official Receiver when acting as the liquidator of a corporation;
Open s 2
member
Defined · s 2
“member”, in relation to a company, means a member of a company mentioned in section 19(6) or (6A) of the Companies Act 1967;
Open s 2
Minister
Defined · s 2
“Minister” means —(a)except as provided in paragraph (b), the Minister charged with the responsibility for administration of affairs of insolvent persons and insolvent companies; and(b)for the purposes of sections 124(1)(g) and (2)(c), 125(5), 127(3) and 198, the Minister charged with the responsibility for registration of companies;
Open s 2
Official Assignee
Defined · s 2
“Official Assignee” means the Official Assignee appointed under section 16(1) and includes a Deputy Official Assignee, a Senior Assistant Official Assignee and an Assistant Official Assignee;
Open s 2
registered
Defined · s 61
“registered”, in relation to a corporation, means registered under the Companies Act 1967 or any corresponding previous enactment;
Open s 61
security
Defined · s 61
“security” means any mortgage, charge, pledge, lien or other security recognised by law;
Open s 61
statutory meeting
Defined · s 61
“statutory meeting” has the meaning given by section 4(1) of the Companies Act 1967;
Open s 61