Official liquidator resignation requires due cause shown; continuation may be refused where winding up without funds becomes impracticable.

An official liquidator under section 176(1) of the Companies Act may resign only on due cause shown, because the provision links resignation and removal to the same judicial control. On the facts, due cause was established where the liquidator had to conduct the winding up without funds, incur expenses personally, and had no realistic prospect of recovering costs from the unavailable petitioner. In those circumstances, compelling continued service was unjust and impracticable, so the resignation was to be accepted and the refusal set aside.

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Issues: Whether an official liquidator may resign only on due cause shown, and whether the appellant had established due cause for acceptance of his resignation.

Analysis: The words of section 176(1) were construed as linking resignation and removal to the same condition, namely due cause shown. The Court held that the language did not permit resignation as of right and that the provision contemplated judicial control over both resignation and removal. On the facts, the appellant had shown sufficient cause: he was required to conduct the winding up without funds, had to incur expenses from his own pocket, and there was no realistic prospect of recovering the costs from the unavailable petitioner. In these circumstances, insistence on continuing the office was held to be unreasonable.

Conclusion: The resignation of the official liquidator was required to be accepted, and the order refusing it was set aside.

Ratio Decidendi: An official liquidator under section 176(1) of the Companies Act may resign only on due cause shown, and the Court may accept the resignation where continuation would be unjust or impracticable on the facts.

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