Voluntary liquidation compliance under section 59 of the Insolvency and Bankruptcy Code can justify company dissolution.

Voluntary liquidation under section 59 of the Insolvency and Bankruptcy Code, 2016 requires compliance with the special resolution, declaration of solvency, appointment of a liquidator, public announcement, invitation and resolution of claims, operation and closure of the liquidation bank account, and filing of preliminary and final reports under the liquidation regulations. Where the record shows that these steps have been completed and the company's affairs have been fully wound up with all assets liquidated, the statutory conditions for dissolution are satisfied and the Tribunal may order dissolution of the company.

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Issues: Whether the company had complied with the requirements for voluntary liquidation and was entitled to an order of dissolution under section 59 of the Insolvency and Bankruptcy Code, 2016.

Analysis: The company had passed the requisite special resolution, the directors had filed a declaration of solvency, a liquidator had been appointed, public announcement of commencement of liquidation was made, claims were invited and dealt with, the liquidation bank account was opened and closed, and the preliminary and final reports were filed in accordance with the voluntary liquidation regulations. The record showed that the affairs of the company had been completely wound up and its assets fully liquidated. On these facts, the statutory requirements for dissolution stood satisfied.

Conclusion: The company was entitled to dissolution and the order of dissolution was passed in favour of the petitioner.

Ratio Decidendi: Where the requirements of voluntary liquidation under section 59 of the Insolvency and Bankruptcy Code, 2016 and the applicable liquidation regulations are duly complied with, and the company's affairs are fully wound up with no surviving impediment, the Tribunal may order dissolution of the company.

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