The Company Liquidator: Appointment, Powers and Duties

Whichever route a company's winding up follows, the actual work of collecting assets, settling claims and closing the company's affairs is carried out by a liquidator — called the Company Liquidator in a Tribunal-ordered winding up under the Companies Act, 2013, and the voluntary liquidator in a voluntary liquidation under the IBC.

Appointment. In a Tribunal winding up, the Company Liquidator is appointed by the Tribunal itself, from among Insolvency Professionals registered with the Insolvency and Bankruptcy Board of India (IBBI) — this aligns the Companies Act's winding-up machinery with the same professional cadre the IBC uses, replacing the earlier system under which an Official Liquidator attached to the Tribunal typically conducted the process. In a voluntary liquidation, the liquidator is likewise an insolvency professional, but is appointed by the members' (and, where applicable, creditors') resolution itself, as explained in the previous section.

Broad powers and duties. Once appointed, a liquidator generally:

• Takes into his custody and control all the property, assets, books and records of the company.
• Settles the list of contributories and the list of creditors, examining and admitting or rejecting claims.
• Carries on the business of the company, so far as necessary for its beneficial winding up (for example, to complete a part-finished contract).
• Sells the movable and immovable property and actionable claims of the company, by public auction, private contract, or otherwise, and receives payment.
• Raises money on the security of the company's assets, where required.
• Institutes or defends suits and legal proceedings in the name and on behalf of the company.
• Draws, accepts, and endorses negotiable instruments in the company's name, where necessary for the winding up.
• Pays the debts of the company strictly in the order of priority laid down by law (discussed next).
• Convenes meetings of creditors and contributories to keep them informed, and reports periodically to the Tribunal/Registrar/IBBI.
• Finally, distributes the surplus assets, if any remain after all debts and the costs of winding up have been paid, among the members according to their rights. …