Companies Act, 1973 (Act No. 61 of 1973)Chapter XIV: Winding-up of CompaniesWinding-up by the Court346. Application for winding-up of company |
| 1) | An application to the Court for the winding-up of a company may, subject to the provisions of this section, be made- |
| a) | by the company; |
| b) | by one or more of its creditors (including contingent or prospective creditors); |
| c) | by one or more of its members, or any person referred to in section 103(3), irrespective of whether his name has been entered in the register of members or not; |
| d) | jointly by any or all of the parties mentioned in paragraphs (a), (b) and (c); |
| e) | in the case of any company being wound up voluntarily, by the Master or any creditor or member of that company; or |
| f) | in the case of the discharge of a provisional judicial management order under section 428(3) or 432(2), by the provisional judicial manager of the company. |
| 2) | A member of a company shall not be entitled to present an application for the winding-up of that company unless he has been registered as a member in the register of members for a period of at least six months immediately prior to the date of the application or the shares he holds have devolved upon him through the death of a former holder and unless the application is on the grounds referred to in section 344(b), (c), (d), (e) or (h). |
| 3) | Every application to the Court referred to in subsection (1), except an application by the Master in terms of paragraph (e) of that subsection, shall be accompanied by a certificate by the Master, issued not more than ten days before the date of the application, to the effect that sufficient security has been given for the payment of all fees and charges necessary for the prosecution of all winding-up proceedings and of all costs of administering the company in liquidation until a provisional liquidator has been appointed, or, if no provisional liquidator is appointed, of all fees and charges necessary for the discharge of the company from the winding-up. |
| 4) |
| a) | Before an application for the winding-up of a company is presented to the Court, a copy of the application and of every affidavit confirming the facts stated therein shall be lodged with the Master, or, if there is no Master at the seat of the Court, with an officer in the public service designated for that purpose by the Master by notice in the Gazette. |
| b) | The Master or any such officer may report to the Court any facts ascertained by him which appear to him to justify the Court in postponing the hearing or dismissing the application and shall transmit a copy of that report to the applicant or his agent and to the company. |