285. Settlement of list of contributories and application of assets
(1) As soon as may be after the passing of a winding up order by the Tribunal, the
Tribunal shall settle a list of contributories, cause rectification of register of members in all
cases where rectification is required in pursuance of this Act and shall cause the assets of
the company to be applied for the discharge of its liability:
Provided that where it appears to the Tribunal that it would not be necessary to make
calls on or adjust the rights of contributories, the Tribunal may dispense with the settlement
of a list of contributories.
(2) In settling the list of contributories, the Tribunal shall distinguish between those
who are contributories in their own right and those who are contributories as being
representatives of, or liable for the debts of, others.
(3) While settling the list of contributories, the Tribunal shall include every person,
who is or has been a member, who shall be liable to contribute to the assets of the company
an amount sufficient for payment of the debts and liabilities and the costs, charges and
expenses of winding up, and for the adjustment of the rights of the contributories among
themselves, subject to the following conditions, namely:—
(a) a person who has been a member shall not be liable to contribute if he has
ceased to be a member for the preceding one year or more before the commencement of
the winding up;
(b) a person who has been a member shall not be liable to contribute in respect
of any debt or liability of the company contracted after he ceased to be a member;
(c) no person who has been a member shall be liable to contribute unless it
appears to the Tribunal that the present members are unable to satisfy the contributions
required to be made by them in pursuance of this Act;
(d) in the case of a company limited by shares, no contribution shall be required
from any person, who is or has been a member exceeding the amount, if any, unpaid on
the shares in respect of which he is liable as such member;
(e) in the case of a company limited by guarantee, no contribution shall be
required from any person, who is or has been a member exceeding the amount undertaken
to be contributed by him to the assets of the company in the event of its being wound
up but if the company has a share capital, such member shall be liable to contribute to
the extent of any sum unpaid on any shares held by him as if the company were a
company limited by shares.