Sri Lanka Consolidated Acts

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Companies Act (No. 17 of 1982) - Sect 313

Statutory declaration of solvency in case of proposal to wind up voluntarily

313.
(1) Where it is proposed to wind up a company statutory voluntarily, the directors of the company or, in the case of solvency a company having more than two directors, the majority of in case proposal to the directors may, at a meeting of the directors, make a voluntarily, statutory declaration to the effect that they have made a full inquiry into the affairs of the company, and that they are of the opinion that the company will be able to pay its abets in full within such period, not exceeding twelve months from the date of commencement of the winding up as may be specified in the declaration.
(2) A declaration made under the provisions of sub section (1) shall have no effect for the purposes of this Act, unless
(a) it is made within the five weeks immediately pre- ceding the date of the passing of the resolution for winding up the company and is delivered to the Registrar for registration by that date; and
(b) it embodies a statement of the company's assets and liabilities as at the latest practicable date before the making of such declaration.
(3) A winding up in the case of which a declaration has been made and delivered in accordance with the provisions of this section is in this Act, referred to as "a members' voluntary winding up", and a winding up in the case of which a declaration has not been so made and delivered is in this Act, referred to as " a creditors' voluntary winding up ".
(4) The provisions of subsection (1) shall not apply to a winding up commenced before the appointed date and accordingly in any such case the provisions of the Companies Ordinance shall apply.


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