BAILII [Home] [Databases] [World Law] [Search] [Feedback]

Northern Irish Legislation

You are here:  BAILII >> Databases >> Northern Irish Legislation >> COMPANIES ACT (NORTHERN IRELAND) 1960

[Index] [Table] [Search] [Notes] [Noteup] [Previous] [Next] [Download] [Help]


COMPANIES ACT (NORTHERN IRELAND) 1960 - SECT 203



203.(1) In the event of a company being wound up, every present and past
member shall be liable to contribute to the assets of the company to an amount
sufficient for payment of its debts and liabilities, and the costs, charges
and expenses of the winding up, and for the adjustment of the rights of the
contributories among themselves, subject to sub-section (2) and the following
qualifications:

(a)a past member shall not be liable to contribute if he has ceased to be a
member for one year or upwards before the commencement of the winding up;

(b)a past 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)a past member shall not be liable to contribute unless it appears to
the court that the existing 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 member exceeding the amount, if any, unpaid on the shares in
respect of which he is liable as a present or past member;

(e)in the case of a company limited by guarantee, no contribution shall,
subject to sub-section (3), be required from any member exceeding the amount
undertaken to be contributed by him to the assets of the company in the event
of its being wound up;

(f)nothing in this Act shall invalidate any provision contained in any policy
of insurance or other contract whereby the liability of individual members on
the policy or contract is restricted, or whereby the funds of the company are
alone made liable in respect of the policy or contract;

(g)a sum due to any member of the company, in his character of a member, by
way of dividends, profits or otherwise shall not be deemed to be a debt of
the company, payable to that member in a case of competition between himself
and any other creditor not a member of the company, but any such sum may be
taken into account for the purpose of the final adjustment of the rights of
the contributories among themselves.

(2) In the winding up of a limited company, any director, whether past or
present, whose liability is, under this Act, unlimited, shall, in addition to
his liability (if any) to contribute as an ordinary member, be liable to make
a further contribution as if he were at the commencement of the winding up a
member of an unlimited company, so, however, that

(a)a past director shall not be liable to make such further contribution if he
has ceased to hold office for a year or upwards before the commencement of the
winding up;

(b)a past director shall not be liable to make such further contribution in
respect of any debt or liability of the company contracted after he ceased to
hold office;

(c)subject to the articles of the company, a director shall not be liable to
make such further contribution unless the court deems it necessary to require
that contribution in order to satisfy the debts and liabilities of the company
and the costs, charges and expenses of the winding up.

(3) In the winding up of a company limited by guarantee which has a share
capital, every member of the company shall be liable, in addition to the
amount undertaken to be contributed by him to the assets of the company in the
event of its being wound up, to contribute to the extent of any sums unpaid on
any shares held by him.


[Index] [Table] [Search] [Notes] [Noteup] [Previous] [Next] [Download] [Help]

© 1960 Crown Copyright

BAILII: Copyright Policy | Disclaimers | Privacy Policy | Feedback
URL: http://www.bailii.org/nie/legis/num_act/cai1960267/s203.html