Voluntary liquidation and dissolution under the Insolvency and Bankruptcy Code where statutory compliance left no outstanding liability.

Voluntary liquidation under the Insolvency and Bankruptcy Code, 2016 was completed where the directors made the required declaration, members approved liquidation, a liquidator was appointed, public notice was issued, and no claims were received from creditors or other stakeholders. The record also showed that tax dues and liquidation expenses were addressed, assets were realised and disposed of, and no litigation or outstanding liability remained. On these facts, the statutory conditions for dissolution were satisfied, and the company was directed to stand dissolved from the date of the order.

---

---

Issues: Whether the company had complied with the requirements for voluntary liquidation and was entitled to an order of dissolution under the Insolvency and Bankruptcy Code, 2016.

Analysis: The liquidation record showed that the directors had made the required declaration, the members had approved voluntary liquidation, a liquidator had been appointed, public notice had been issued, no claims were received from creditors or other stakeholders, tax dues and liquidation expenses had been addressed, the assets had been realised and disposed of, and no litigation or outstanding liability remained. On these facts, the statutory conditions for an application by the liquidator for dissolution were satisfied.

Conclusion: The requirement for dissolution was fulfilled and the company was directed to stand dissolved from the date of the order.

Final Conclusion: The voluntary liquidation process was found to have been duly completed, leaving no impediment to dissolution of the company.

Ratio Decidendi: Where the affairs of a corporate person have been completely wound up and its assets fully liquidated after compliance with the statutory voluntary liquidation procedure, the Adjudicating Authority must order dissolution.

---