352. Company Liquidation Dividend and Undistributed Assets Account
(1) Where any company is being wound up and the liquidator has in his hands or
under his control any money representing—
(a) dividends payable to any creditor but which had remained unpaid for six
months after the date on which they were declared; or
(b) assets refundable to any contributory which have remained undistributed
for six months after the date on which they become refundable,
the liquidator shall forthwith deposit the said money into a separate special account to be
known as the Company Liquidation Dividend and Undistributed Assets Account maintained
in a scheduled bank.
(2) The liquidator shall, on the dissolution of the company, pay into the Company
Liquidation Dividend and Undistributed Assets Account any money representing unpaid
dividends or undistributed assets in his hands at the date of dissolution.
(3) The liquidator shall, when making any payment referred to in sub-sections (1) and
(2), furnish to the Registrar, a statement in the prescribed form, setting forth, in respect of all
sums included in such payment, the nature of the sums, the names and last known addresses
of the persons entitled to participate therein, the amount to which each is entitled and the
nature of his claim thereto, and such other particulars as may be prescribed.
(4) The liquidator shall be entitled to a receipt from the scheduled bank for any money
paid to it under sub-sections (1) and (2), and such receipt shall be an effectual discharge of
the Company Liquidator in respect thereof.
(5) Where a company is being wound up voluntarily, the Company Liquidator shall,
when filing a statement in pursuance of sub-section (1) of section 348, indicate the sum of
money which is payable under sub-sections (1) and (2) of this section during the six months
preceding the date on which the said statement is prepared, and shall, within fourteen days
of the date of filing the said statement, pay that sum into the Company Liquidation Dividend
and Undistributed Assets Account.
(6) Any person claiming to be entitled to any money paid into the Company Liquidation
Dividend and Undistributed Assets Account, whether paid in pursuance of this section or
under the provisions of any previous company law may apply to the Registrar for payment
thereof, and the Registrar, if satisfied that the person claiming is entitled, may make the
payment to that person of the sum due:
Provided that the Registrar shall settle the claim of such person within a period of sixty
days from the date of receipt of such claim, failing which the Registrar shall make a report to
the Regional Director giving reasons of such failure.
(7) Any money paid into the Company Liquidation Dividend and Undistributed Assets
Account in pursuance of this section, which remains unclaimed thereafter for a period of
fifteen years, shall be transferred to the general revenue account of the Central Government,
but a claim to any money so transferred may be preferred under sub-section (6) and shall be
dealt with as if such transfer had not been made and the order, if any, for payment on the claim
will be treated as an order for refund of revenue.
(8) Any liquidator retaining any money which should have been paid by him into the
Company Liquidation Dividend and Undistributed Assets Account under this section shall—
(a) pay interest on the amount so retained at the rate of twelve per cent. per
annum and also pay such penalty as may be determined by the Registrar:
Provided that the Central Government may in any proper case remit either in part
or in whole the amount of interest which the liquidator is required to pay under this
clause;
(b) be liable to pay any expenses occasioned by reason of his default; and
(c) where the winding up is by the Tribunal, also be liable to have all or such part
of his remuneration, as the Tribunal may consider just and proper, to be disallowed,
and to be removed from his office by the Tribunal.