Voluntary winding-up and dissolution upheld where liquidation requirements were met and objections lacked substantiation

Where the Official Liquidator's report showed compliance with winding-up requirements, including final accounts, closure of the bank account and no pending proceedings, and the complaints against liquidation remained unsubstantiated, dissolution could be ordered. The Court found that the objections did not survive notice and reply, and that the company's affairs were not shown to have been conducted in a manner prejudicial to members or the public interest. The company was therefore directed to stand dissolved from the date of submission of the Official Liquidator's report.

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Issues: Whether the company should be dissolved in the voluntary winding-up proceedings after the Official Liquidator's report and whether the complaints raised against the liquidation proceedings disclosed any basis to refuse dissolution.

Analysis: The Official Liquidator reported compliance with the requirements of the winding-up process, filing of the final statement of accounts, closure of the bank account, and absence of pending cases against the company or its directors. The complaints placed before the Court were examined in the light of the record, including the replies of the voluntary liquidator and the absence of any response from the complainant after notice. On that material, the Court found no basis to continue with the objections and held that the affairs of the company could not be said to have been conducted in a manner prejudicial to the interests of its members or to the public interest.

Conclusion: The petition was allowed and the company was ordered to stand dissolved from the date of submission of the Official Liquidator's report.

Ratio Decidendi: Where the statutory winding-up requirements are shown to have been complied with and no substantiated objection survives, dissolution may be ordered if the company's affairs are not shown to have been conducted prejudicially to members or the public.

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