Former director's challenge to ex parte winding-up order is maintainable under procedural powers and residuary authority

An ex parte winding-up order is not necessarily irreversible, and procedural powers under the Companies (Court) Rules and the Code of Civil Procedure can support an application to set it aside. Although directors' general powers cease on winding up, a former director retains residuary authority to challenge the winding-up order itself on behalf of the company. Such an application is therefore not to be treated as one made by a stranger. On that basis, a former director's application to set aside the ex parte winding-up order was held maintainable.

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Issues: Whether an application filed by a former director on behalf of a company in liquidation was maintainable for setting aside an ex parte winding-up order.

Analysis: The ex parte winding-up order was not treated as irreversible. The Court accepted that the procedural powers recognised by the Companies (Court) Rules and the Code of Civil Procedure could support an application to set aside such an order. It further held that, although the powers of directors generally cease on winding up, they retain residuary authority, including the ability to challenge the winding-up order itself. An application by a former director was therefore not to be equated with an application by a stranger.

Conclusion: The application to set aside the ex parte winding-up order was maintainable.

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