The Tax PublishersSpecimen Resolutions as to Winding Up

A. Board Meeting Resolutions

Board resolution for members voluntary winding-up

RESOLVED that a full enquiry have been made into the affairs of the company accordingly we have made the opinion that the company has no debts (or will be able to pay its debts in full by ..................... which is a date within ................. months from the commencement of the winding-up) and that Mr. A directors of the company, be and is hereby authorised to make, sign and verify by an affidavit declaration of solvency and that the Secretary be directed to deliver the said declaration to the Registrar of Companies along with a copy of the report of the auditors of the company in accordance with the provisions of section 488 of the Companies Act, 1956.

RESOLVED that, in the satisfaction of the meeting that the company cannot continues its business due to mounting liabilities, the company be wound up voluntary under section 500 of the Companies Act, 1956.

RESOLVED FURTHER that, Mr. X be and is hereby appointed liquidator of the company on a remuneration of 2% of the amount of total of realisation account subject, to a minimum of Rs. 50,000 per month plus out of pocket expenses incurred in connection with the liquidation.

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