Court confirmation remains mandatory for sale of company assets in winding up, and creditors may object before confirmation.

In winding up proceedings, a company's property remains its property, with the liquidator holding it under court supervision. A sale by the official liquidator is, unless the court orders otherwise, subject to confirmation by the court, and that confirmation serves to guard against irregularity, fraud and inadequate price. A direction to sell and execute the sale deed does not remove this statutory safeguard or prevent creditors and contributories from objecting to the manner of sale before confirmation. The text states that the appellant was entitled to be heard against confirmation, the company judge's view was erroneous, and the matter was remitted for fresh consideration on confirmation of the sale.

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Issues: Whether a sale of a company's property directed by the company court could be treated as final without confirmation by the court, and whether creditors or contributories could object to such sale on alleged irregularities.

Analysis: On a winding up order, the company's property remains the property of the company and is only in the custody or control of the liquidator under the court's supervision. The liquidator's power to sell company assets is subject to the control of the court, and the Companies (Court) Rules require that, unless otherwise ordered, every sale by the official liquidator must be subject to confirmation by the court. The court further noted that the role of confirmation is to safeguard against irregularity, fraud, and sale at an inadequate price. The fact that the order directed the liquidator to sell and execute the sale deed did not eliminate the statutory requirement of confirmation, nor did it extinguish the right of creditors and contributories to object to the manner in which the sale was carried out.

Conclusion: The sale was not final merely because it had been directed by the court, and confirmation by the court was still required. The appellant was entitled to be heard in opposition to confirmation. The view taken by the company judge was erroneous.

Final Conclusion: The appeals succeeded, the impugned order was set aside, and the matter was remitted for fresh consideration on whether to confirm the sale.

Ratio Decidendi: A sale of company property in winding up proceedings, even when directed by the court, remains subject to statutory confirmation by the court, and persons entitled under the Companies Act may object before confirmation.

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