Corporate Law Project

On

VOLUNTARY WINDING UP IN INDIA

- A COMPARATIVE ANALYSIS
Submitted to:

Dr. Dipak Das

Submitted on:

1st April 2016

Submitted by:

PANKAJ SHARMA

Semester VI

Section A

Roll No. 100

HIDAYATULLAH NATIONAL LAW UNIVERSITY, RAIPUR

i
 Acknowledgements
With a deep sense of gratitude, I acknowledge the help of all those people who have made the
completion of this project possible. I would like to thank my Corporate Law faculty Dr. Dipak
Das for his help and guidance and also for putting his faith on me by giving me such a topic to
work on. Sir, thanks for the opportunity which helped me grow.

My gratitude also goes out to the staff and administration of HNLU for the infrastructure in the
form of our library and IT Lab that was a source of great help for the completion of this project.

Pankaj Sharma

Semester VI

Section A

Roll No. 100

ii
 TABLE OF CONTENTS
Introduction ...............................................................................................iError! Bookmark not defined.
Chapterization ......................................................................................................................................................... iv
Chapter 1 ................................................................................................................................................................ vi
Introduction ............................................................................................................................................................ vi
Research Problem ............................................................................................................................................ vi
Scope and Objective ........................................................................................................................................ vi
Review of Literature ....................................................................................................................................... vi
Hypothesis .......................................................................................................................................................... vi
Research Questions ........................................................................................................................................ vii
Nature and Source of Study ......................................................................................................................... vii
Chapter 2 ................................................................................................................................................................. 1
VOLUNTARY WINDING-UP .......................................................................................................................... 1
Chapter 3 ................................................................................................................................................................. 1
COMPARATIVE STUDY OF VOLUNTARY WINDING UP LAW UNDER COMPANIES ACT, 1956
WITH UK LEGISLATION AND COMPANIES ACT, 2013 ............ Error! Bookmark not defined.
CONCLUSION..…………………………………………………………………………………10

References............................................................................................................................................................ 101

iii
 INTRODUCTION
Winding-up of a company is a procedure of allocating the assets and concluding the existence of
a company. It is a process of dissolving a company by collecting its assets, paying off its
liabilities out of the assets of the company or from contributions by its members. If any excess is
left, it is distributed amid the members in accordance with their rights.

In the words of Prof. L.C.B. Gower, “Winding-up of a company is the process whereby its life is
ended and its property administered for the benefit of its creditors and members. An
administrator called liquidator is appointed and he takes control of the company, collects its
debts and finally distributes any surplus among the members in accordance with their rights.”1

Thus in the words of Pennington, “Winding up or liquidation is the process by which the
management of a company’s affairs is taken out of its director’s hand, its assets are realized by a
liquidator, and its debts and liabilities are discharged out of the proceeds of realization and any
surplus of assets remaining is returned to its members or shareholders. At the end of winding up
the company will have no assets or liabilities, and will therefore be simply a formal step for it to
be dissolved, that is its legal personality as a corporation to be brought to an end.”2
The companies are usually wound up voluntarily as it is an easier process of winding up. It is
different from a compulsory winding up. Winding up order by the Tribunal is not common
because normally the members of the company prefer to wind up the company voluntarily for in
such a case they shall have a voice in its winding up. Further, its creditors are left to settle their
affairs without going to a Court, although they may apply to the Court for directions or orders,
when n e c e s s a r y . The procedure involved in a members' voluntary liquidation, a
solvent liquidation commenced by a shareholders' special resolution with no court involvement
and no stigma attached, as all the company's debts are paid in full. Moreover, a voluntary
winding up is far cheaper, speedier and simpler than a winding up by the Tribunal.6 The power
of the Tribunal to order winding up is exercised only where the winding up is opposed to the
interest of the company or public.

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 CHAPTERISATION

Chapter 1 of the study is the Introduction to research methodology. It enunciates on various aspects
of research method used in the study of this topic. It contains the rationale or research problem,
research scope and objectives, research questions, hypothesis, overview of literature, and nature
and sources of the study

Chapter 2 of the study namely “Voluntary Winding-up” deals with the concept of winding up as it
existed in the 1956 Act in India. It also discusses the different facets of winding up under the old
act.

Chapter 3 of the study is titled as “Comparative Study Of Voluntary Winding Up Law Under
Companies Act, 1956 With UK Legislation And Companies Act, 2013”. It discusses the
comparative standing of both the laws on the concept of winding up.

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 CHAPTER 1: INTRODUCTION TO RESEARCH
METHODOLOGY

RESEARCH PROBLEM

Winding-up of a company is a procedure of allocating the assets and concluding the existence of a
company. It is a process of dissolving a company by collecting its assets, paying off its liabilities
out of the assets of the company or from contributions by its members. If any excess is left, it is
distributed amid the members in accordance with their rights.

SCOPE AND OBJECTIVE

The study is limited to the understanding of what winding up is and its advantages with respect to
the policy trends in India.

The main objectives of the study are:

I. to analyze the concept of winding up in India.

II. to study the different facets of winding up.
III. to compare the provisions of winding up in the two legislations.

REVIEW OF LITERATURE

 R Nagaraj, Disinvestment and Privatisation in India: Assessment and Options – The

research paper was drawn from a study prepared for the ADB Policy Networking Project,
coordinated by Chiranjib Sen, Indian Institute of Management Bangalore. It has helped the
author in understanding the dynamics of the the privatization and disinvestment policy
trends.
 FICCI, Disinvestment - Boon or Bane to Economy, Financial Foresights Views, Reflection
and Erudition – This working paper is a compilation of essays about the disinvestment
policy of the country. It variedly analyses the pros and cons of disinvestment in India.

HYPOTHESIS

The changing policy trends in India with respect to winding up emerging as a boon for the
economy.

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RESEARCH QUESTIONS
The research questions of the present research work are:

(1) What is winding up?

(2) What are its different facets?
(3) Who are the advantages of winding up?
(4) How is the new provision for winding up different from the old one?

NATURE AND SOURCE OF STUDY

The present study is a descriptive and analytical study based on the critical review of both primary
and secondary sources. Secondary and Electronic resources have been largely used to gather
information and data about the topic. Books and other reference have been primarily helpful in
giving this project a firm structure. Websites, dictionaries and articles have also been referred.
Footnotes have been provided wherever needed, to acknowledge the sources.

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 CHAPTER 2: VOLUNTARY WINDING UP
VOLUNTARY WINDING UP UNDER 1956 ACT
The circumstances under which a company may be wound up voluntarily are:7
(a) when the period fixed for the duration of the company as mentioned in its articles has
expired; or
(b) the event, on the happening of which the articles provide that the company is to be dissolved
has occurred; and
(c) the company passes a special resolution that the company be wound up voluntarily

Thus, a company may be wound up voluntarily on the expiry of the term fixed for duration of the
company or on the occurrence of the event as provided in its articles. In these two cases only an
ordinary resolution may be passed in the general meeting of the company. In British Water Gas
Syndicate v. Notts Derby Water Gas Co. Ltd.,8 held that however prosperous and solvent a
company may be, if the members wish the company to be wound up, they can do so by passing a
special resolution to that effect and no reasons need be given. No articles of the Company can
prevent the exercise of this statutory right. And the right cannot be interfered with by any Court
by means of an injunction or otherwise.

Where the required special resolution was passed at a meeting convened by giving a shorter
notice than that required by the Act, but all the members of the company unanimously agreed
thereto, the resolution being intra vires the company, was held valid. In re, Bailey Hay &
Co. Ltd.,9 there were only five shareholders, two of whom held between themselves 50% of the
voting power and they passed the resolution. Shareholders who abstained from voting on the
resolution and allowed it to be passed with knowledge of their power to stop it must be deemed
to have assented to the resolution which, accordingly, was held valid.

In Southern Counties Deposit Bank Limited v. Rider & Kirkwood,10 a notice calling a general
meeting to wind up the company was issued by the authority of a board meeting at which only
two directors were present. The quorum for board meetings was for six years regarded as two
directors, though the resolution altering the quorum from three to two had not been validly
passed. The court refused the application, for declaring the resolution to be invalid saying it

7
Section 484(1), Companies Act, 1956
8
1889 WN 204
9
(1972) 42 Com Cases 442
10
(1895) 11 TLR 563

1
would not interfere “for the purpose of forcing companies to conduct their business according to
the strictest rules, where the irregularity complained of can be set right at any moment”.

In Indian Trading & Engineering Co. Ltd. Re,11 the Court applied Silkstone Fall Colliery Co.
Re.,12 where the resolution for voluntary winding-up passed by the shareholders was on the basis
of a bad notice and though the shareholders at a subsequent meeting appointing liquidators
waived the requirement of proper notice and confirmed the resolution, it was held that it was
open to the creditors to challenge the appointment of liquidator.

The resolution, when passed, must be advertised within 14 days of the passing of the resolution
in the Official Gazette and also in some newspaper circulating in the district where the registered
office of the company is situated. A default in complying with the above requirements renders
the company and every officer of the company, who is in default, liable to a penalty which may
extend to five hundred rupees for every day during which the default continues. In Bhargava
(S.P.) v. Rameshwar Shastri,13 held that a failure to advertise, may be considered to be an
irregularity and curable, not affecting the validity of winding up. A liquidator of the company is
deemed to an officer of the company for the purposes of the above requirements.14 It was held
in Neptune Assurance Co. Ltd. v. Union of India,15that in the Companies Act the expression
“voluntary winding up”, means a winding up by a special resolution of a company to that effect.
Similarly, the expression “winding up by the court” means winding up by an order of the Court
in accordance with S. 433 of the Companies Act.

A voluntary winding up commences from the date of the passing of the resolution for voluntary
winding up. This is so even when after passing a resolution for voluntary winding up, a petition
is presented for winding up by the Court.16 The date of commencement of winding up is
important for various matters, such as liability of past members, who will not be affected if, on
the date of commencement of winding up, a year had elapsed after they ceased to be members,
fraudulent preference may have become unimpeachable, etc. In Re, West Cumberland Iron Steel
Co.,17 where a voluntary winding up is continued under supervision (section 522), the winding

11
(1910-11) 15 CWN 1047 (Cal)
12
(1875) 1 Ch D 38
13
(1952) 22 Com Cases 106: AIR 1952 MB 3A
14
Section 485, Companies Act, 1956
15
1973 SCR (2) 940
16
Section 486, Companies Act, 1956
17
(1889) 40 Ch D 361

2
up commences not at the date of the presentation of the petition or order for supervision but at
the date of the resolution for voluntary winding up; for the order is only to continue the winding
up.

There are two kinds of voluntary winding up:31

(i) Members’ voluntary winding up; and
(ii) Creditors’ voluntary winding up.

MEMBERS’ VOLUNTARY WINDING UP

Sections 490 to 498 of the Companies Act, 1956 shall apply in relation to a members’ voluntary
winding up.32 When the company is solvent and is able to pay its liabilities in full, it need not
consult the creditors or call their meeting. Its directors, or where they are more than two, the
majority of its directors may, at a meeting of the Board, make a declaration of solvency verified
by an affidavit stating that they have made full enquiry into the affairs of the company and that
having done so they have formed an opinion that the company has no debts or that it will be able
to pay its debts in full within such period not exceeding three years from the commencement of
the winding up as may be specified in the declaration. In Collector of Moradabad v. Equity
Insurance Co. Ltd.,33 Section 488 does not require that there should be an affidavit by each of
the directors making the declaration. An affidavit by one director is sufficient. In De Courcy v.
Clement,34 held that while failure to satisfy the conditions under this section makes the
declaration of no effect i.e., a nullity, a mere error or omission, while it may expose the declarant
to the penal consequences, will not prevent the statement from being a statement for the purpose
of satisfying the requirements of the section.

Such a declaration must be made within five weeks immediately preceding the date of the
passing of the resolution for winding up the company and be delivered to the Registrar for
registration before that date. The declaration must embody a statement of the company’s assets
and liabilities as at the latest practicable date before the making of the declaration. Any director
making a declaration without having reasonable grounds for the aforesaid opinion, shall be
punishable with imprisonment extending up to six months or with fine extending up to Rs.

31
Section 488(5), Companies Act, 1956
32
Section 489, Companies Act, 1956
33
(1948) 18 Com Cases 309, 317: AIR 1948 Oudh 197
34
(1971) 1 All ER 681: (1971) 41 Com Cases 796 (Ch D)

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50,000 or with both.35 In Shri Raja Mohan Manucha v. Lakshminath Saigal,36 it was held that
“where the declaration of solvency is not made in accordance with the law, the resolution for
winding up and all subsequent proceedings will be null and void.”

Procedure for Members’ Voluntary Winding Up:

The company shall appoint one or more liquidators, in a general meeting, who shall look after
the affair of winding up procedure, and distribution of assets.37 The secretary of a company can
be appointed as liquidator, held in London & Australian Agency Corp. Ltd. Re.,38 so also a
solicitor can be appointed as liquidator. The liquidator so appointed, shall be paid remuneration
for his services, which shall also be fixed in general meeting.39 In R. Gertzenstein Ltd. Re,40 the
remuneration fixed may include the fee for professional services also. But he cannot recover
costs for the services rendered by him as a solicitor over and above the fixed remuneration. In
Globe United Engg. & Foundry Co. Ltd. v. Registrar of Cos.,41 held that the remuneration
cannot be increased in any circumstances whatever. Even the court does not have power to
increase it. In Cf. Re, Mortimers (London) Ltd.,42 held that when the voluntary winding up is
superseded by a compulsory winding up, the Court may review the amount. In Amalgamated
Syndicate Ltd., Re,43 held the remuneration of the voluntary liquidator has to be fixed at the
meeting by the contributories or at a subsequent meeting. If that is not done, an application can
be made to the court for fixing such remuneration as the court thinks just.

The company shall also give notice of appointment of one liquidator to the registrar within ten
days of appointment.44 Once the company has appointed liquidator, the powers of Board of
Directors, Managing Director, and Manager, shall cease to exist.45 The liquidator is generally
given a free hand, to carry out the winding up procedure, in such a manner, as he thinks best in
the interest of creditors, and company. In case, the winding up procedure, takes more than one

35
Section 488, Companies Act, 1956
36
(1963) 33 Comp. Cases 719
37
Section 490 (1), Companies Act, 1956
38
(1873) 29 LT 417: 22 WR 45
39
Section 490 (2), Companies Act, 1956
40
(1936) 3 All ER 341: (1938) 8 Com Cases 53
41
(1974) 44 Com Cases 330 (Del)
42
(1937) 1 Ch 289: (1938) 8 Com Cases 56
43
(1901) 2 Ch 181
44
Section 493, Companies Act, 1956
45
Section 491, Companies Act, 1956

4
year, then liquidator will have to call a general meeting, at the end of each year, and he shall
present, a complete account of the procedure, and position of liquidator.46 In Gerard v. North of
Paris Ltd.,47 held that under the members’ voluntary winding up there is a presumption, until the
contrary is shown, that all the debts of the company will be paid in full and it must be taken that
the company is solvent when there is no evidence to the contrary.
The liquidator shall take various steps, when affairs of the company are fully wound up. He shall
call a general meeting of the members and lay before it, complete picture of accounts, winding
up procedure and how the properties of company are disposed of. The meeting shall be called by
advertisement, specifying the time, place and object of the meeting. The liquidator shall send to,
the Registrar and official Liquidator copy of account, within one week of the meeting. If from
the report, official liquidator comes to the conclusion, that affairs of the company are not being
carried in manner prejudicial to the interest of its members, or public, then the company shall be
deemed to be dissolved from the date of report to the court. However, if official liquidator comes
to a finding, that affair have been carried in a manner prejudicial to interest of member or public,
then court may direct the liquidator to investigate furthers.48

CREDITORS’ VOLUNTARY WINDING UP

Where a declaration of solvency of the company is not made and delivered to the Registrar in a
voluntary winding up it is a case of creditor’s voluntary winding up. A winding up petition is a
perfectly proper remedy for enforcing payment of a just debt. It is the mode of execution which
the Court gives to a creditor against a company unable to pay its debts.49 Sections 500 to 509 of
the Companies Act, 1956 shall apply in relation to a creditors’ voluntary winding up. Where the
resolution for winding up has been passed, but the Board of Directors are not in a position to
give a declaration on the liability of company to the Registrar, they may call a meeting of
creditors, for the purpose of winding up. It is the duty of Board of Directors, to present a full
statement of company’s affairs, and list of creditors along with their dues, before the meeting of
creditors.50

46
Section 496, Companies Act, 1956
47
(1936) 2 All ER 905
48
Section 497, Companies Act, 1956
49
Palmer’s Company Precedents, Part 11, 1960 Edn., at p. 25
50
Section 500, Companies Act, 1956

5
The procedure laid down in Section 500 and the following sections, in regard to the creditors’
winding up of an insolvent company, a company which is not able to pay its debts and
liabilities, is based upon the views expressed by J., in In re, Karamelli and Barnett Ltd.51
“Under this procedure the company has to convene a meeting of the creditors to take place
immediately after the meeting of the shareholders, on the same day or the next day; and the
directors have to place a full statement of the position of affairs at the creditors” meeting. The
creditors at the meeting have the right to nominate a liquidator and if their nominee is different
from the one nominated by the shareholders, creditors” nomination prevails, subject to the power
of interference of the court. Thus, the creditors are given a controlling voice in the winding up of
an insolvent company.”

Whatever resolution, the company passes in creditor's meeting, shall be given to the Registrar
within ten days of its passing.52 In Re, Eros Films Ltd.,53 held the giving of notices under this
section is analogous to the filing, under the law of insolvency, of a declaration of inability to pay
debts. In Pure Milk Supply Co. Ltd. v. S. Hari Singh,54 held non-compliance with the provisions
of Section 501 renders the directors liable to fine but does not make the proceedings of the
meeting invalid.
The creditors appoint the liquidator, approve the accounts and regulate the winding up
proceedings.55 In Re, Caston Cushioning Ltd.,56 held a liquidator appointed by a resolution of
the members cannot be replaced by one appointed by a majority in value but not in number of
the creditors. In Re, Centrabind Ltd.,57 held where a liquidator is appointed by the members of
the company but the creditors did nothing, the liquidator appointed by the members will not be
disentitled to act as the liquidator of the company. He has locus-standi to take all proceedings.
The creditors may appoint a Committee of Inspection consisting of not more than five creditors
in order to regulate and supervise the winding up proceedings.58

Section 509 deals with the various steps to be taken by the liquidator, when affairs of the
company are fully wound up. This section has the same provisions as that of members’ voluntary

51
(1917)1 Ch 203
52
Section 501, Companies Act, 1956
53
(1963)1 All ER 383: (1963)33 Com Cases 467
54
AIR 1962 Punj 190: (1962) 32 Com Cases 659
55
Section 502, Companies Act, 1956
56
(1955) 1 All ER 508: (1955) 25 Com Cases 138
57
(1966) 3 All ER 889: (1967) 37 Com Cases 468 (Ch D)
58
Section 503, Companies Act, 1956

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winding up under Section 497 of the Act. Once the company is fully wound up, and assets of
the company sold or distributed, the proceedings collected are utilized to pay off the liabilities.
The proceedings so collected shall be utilized to pay off the creditors in equal proportion.
Thereafter any money or property left may be distributed among members according to their
rights and interests in the company.59 In Pamarti Venkataswamy v. Kondandarama Bus
Transport Ltd.,60 held the shareholders can draw a scheme for distributing the company’s
assets and business among themselves, undertaking in turn to pay off the company’s debts.

In voluntary winding up it is left to the company, the contributories and the creditors to
settle their affairs without intervention of the Court as far as possible. However, the Act
contains certain provisions which provide a means of access to the Court with a view to speed
up the liquidation proceedings and to overcome the difficulties that may arise in the course of
liquidation. The Court will intervene in the voluntary winding up whenever it is satisfied
that such an intervention will be just and beneficial. In appropriate cases the Court can be
approached for compulsory winding up (Section 440) or winding up being conducted under
the supervision of the Court.61

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 CHAPTER 3: COMPARATIVE STUDY OF
VOLUNTARY WINDING UP LAW UNDER
COMPANIES ACT, 1956 WITH UK LEGISLATION
AND COMPANIES ACT, 2013

The study of insolvency laws have gained importance over the years due to growing
cross borders business ventures. This has made it necessary to be aware of the legislative
framework with regard to corporate insolvency and latest developments in other countries too.
The laws relating to voluntary winding up in India is very much similar to those prevailing in
UK. In UK the insolvency laws are governed by the Insolvency Act, 1986, Insolvency
Rules, 1986, the Company Director Disqualification Act, 1986. The insolvency proceedings
governed by this Act fall under two categories namely, (a) Insolvency proceedings in respect
of companies registered under the Companies Act, 2006 and unregistered companies;
(b) Insolvency proceedings in respect of individuals known as bankruptcy.
Under Section 502 of the Companies Act, 1956, the creditors are given a preferential right in
the matter of the appointment of a liquidator, with a power to the court to vary the appointment
on application made within seven days, by a director, member or creditor. However, the
Insolvency Act, 1986 restricts the authority of directors to enter into transactions which are
binding on the company where no liquidator is appointed or nominated in a creditors’
voluntary winding up.

Section 484 remains intact with the corresponding Section being 304. Section 485 is amended
by Section 307 by increasing the fine to five thousand rupees from five hundred. Section 486
and 487 remain intact with corresponding Sections being 308 and 309 respectively. Section 488
is amended by Section 305 by adding two more things that the declaration must contain namely,
Cl.305 (2) (b) “it contains a declaration that the company is not being wound up to defraud any
person or persons” and Cl.305 (2) (d) “where there are any assets of the company, it is
accompanied by a report of the valuation of the assets of the company prepared by a
registeredvaluer.” Further the punishment under Cl.305 (4) has been enhanced from six months
and fifty thousand rupees to “imprisonment for a term which shall not be less than three years

8
but which may extend to five years or with fine which shall not be less than fifty thousand rupees
but which may extend to three lakh rupees, or with both.”

Sections 490 and 502 have been combined in the same Section and have been amended by
Section 310. Under this earlier the company in general meeting could appoint the liquidator
however now this has to be followed by appointing Company Liquidator from the panel
prepared by the Central Government. Section 500 and 501 has been combined under Section
306 and now notice of the meeting of the creditors need not be advertised in the Official Gazette
and newspapers. Further the punishment for default is enhanced from ten thousand rupees to
“fine which shall not be less than fifty thousand rupees but which may extend to two lakh rupees
and the director of the company who is in default shall be punishable with imprisonment for a
term which may extend to six months or with fine which shall not be less than fifty thousand
rupees but which may extend to two lakh rupees, or with both.”

Sections 492 and 506 have been combined in Section 311; however, earlier the company had
power only to fill the vacancies and there was no provision as to removal of Company
Liquidator. The new Section has clear provisions regarding the removal of the
Liquidator. Section 493 has been amended by Section 312 whereby the fine has been reduced to
five hundred rupees from one thousand rupees. Section 491, 503, 512 remains intact with the
corresponding Sections being 313, 314 and 315 respectively.
Sections 496 and 508 have been combined under Section 316 and now the “Company
Liquidator shall report quarterly on the progress of winding up of the company.” Further the
fine has been enhanced from one thousand rupees to ten lakh rupees. Sections 497 and
509 have been combined under Section 318 whereby the time limit for sending the copy of
final winding up accounts of the company has been raised to two weeks from one week.
Further the fine has also been enhanced from five thousand to one lakh rupees. Sections
494, 511, 517, 518 and 520 remain intact with the corresponding Sections being 319, 320,
321, 322 and 323 respectively.

9
 CONCLUSION
After a clear perusal of the laws and procedures of voluntary winding up under the Companies
Act, 1956 and Insolvency Act, 1986, it can be concluded that these provisions may not be
verbatim copies of each other, yet they are very similar in many aspects. A clear understanding
of the international insolvency laws is important due to rise in cross border business ventures.
Hence from the above discussion we can draw a conclusion that most of the provisions carry
similar meaning however there are few striking differences to be found in the English Law is that
the position of the Liquidator is stronger than that in India. For instance, if there are grievances
regarding his remuneration he can apply to the Court and get his dues or even increase it,
restrictions on director’s rights etc.

The Companies Act, 2013 is not that elaborative like the Act. It contains all the provisions of the
Act however, many of the sections are combined under a single Section and certain provisions
have been removed. The most important thing to be noted is that most of the provisions relating
to the punishments have been amended. Where the company or an officer of the company fails to
comply with the said provisions of the Act or Act, the fine amount and the imprisonment term is
enhanced. Further the time limit for submitting reports by liquidator or members to authorities
have also been altered.

It can be concluded that voluntary winding up is preferred because it is easier and speedier. The
members and creditors have a say and control over the proceedings. It is to be noted that winding
up by the Tribunal is approached only if there is a dire need for it, if the proceedings are
detrimental to the interests of the company and public at large

10
 References
BOOKS:
 A.RAMAIYA, GUIDE TO COMPANIES ACT, (VOL.1) 46TH ED., 2008, LEXIS
NEXIS BUTTERWORTHS, WADHWA
 DR. G.K. KAPOOR, COMPANY LAW AND PRACTICE, 20TH ED.,2015,
TAXMANN PUBLICATION

ARTICLES:

 D K PRAHLADA RAO, ALL ABOUT DEBENTURES : AN APPRAISAL,

AVAILABLE AT:
HTTP://WWW.ICSI.EDU/CS/MARCH2008/ARTICLES/ALL%20ABOUT%20DEBEN
TURES%20AN%20APPRAISAL%20BY%20D%20K%20PRAHLADA%20RAO%201.
PDF (VISITED ON 1ST OCTOBER, 2015)
 KANNAN R: CAPITAL MARKET OF INDIA- ROLE OF SEBI REGISTERED
INTERMEDIARIES-DEBENTURE TRUSTEES AVAILABLE AT:
HTTP://KANNANPERSONAL.COM/CONTENTS/STOCK/INTERMEDIARY/DEBEN
TURE-TRUSTEE.HTML (VISITED ON 1ST OCTOBER 2015

WEBSITES:

 HTTPS://WWW.LINKEDIN.COM/PULSE/DEBENTURES-UNDER-COMPANIES-
ACT-2013-LAW-PROCEDURE-ISSUE-KUMAR
 HTTP://GTW3.GRANTTHORNTON.IN/ASSETS/TRACKING_CHANGES-
COMPANIES_ACT_2013.PDF
 HTTP://LEX-WARRIER.IN/2013/09/COMPARATIVE-ANALYSIS-COMPANIES-
ACT/
 HTTP://WWW.SNGPARTNERS.IN/FILES/COMPANY%20LAW,%20A%20COMPA
RISION.PDF
 HTTP://TAXGURU.IN/COMPANY-LAW/DEBENTURES-COMPANIES-ACT-2013-
RULES-2014.HTML

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