Corporate dissolution after winding up is complete, with residual funds transferred to the Public Account of India.

A company in liquidation may be dissolved under Section 481 of the Companies Act, 1956 where the winding up has remained pending for a long period, assets have been realised and distributed, the Employees Provident Fund Organisation's claim has been settled, and no further assets or prospects of realisation remain. In such circumstances, continuation of the winding up serves no useful purpose and dissolution is appropriate. Any remaining balance lying in the public account is to be transferred under Section 555(2) of the Companies Act, 1956, with the Official Liquidator directed to remit it to the Public Account of India in the Reserve Bank of India.

---

---

Issues: Whether the company in liquidation should be dissolved under Section 481 of the Companies Act, 1956 and whether the balance amount lying in the public account should be transferred under Section 555(2) of that Act.

Analysis: The winding up had remained pending for a long period, the assets had been realised and distributed to creditors, the Employees Provident Fund Organisation's claim had been settled, and no further assets or prospects of realisation remained. In these circumstances, continuation of the winding up proceedings would serve no useful purpose, and dissolution was considered under the statutory power conferred by Section 481 of the Companies Act, 1956. The remaining balance was directed to be transferred in accordance with Section 555(2) of the Companies Act, 1956.

Conclusion: The company was ordered to be dissolved and the Official Liquidator was directed to transfer the balance amount to the Public Account of India in the Reserve Bank of India.

---