Companies Act Section 347 — Disposal of books and papers of company
CHAPTER XX WINDING UP
Commercial / Corporate
Summary
Sub-section (1) covers what happens to a company's books and papers when its affairs have been fully wound up and the company is about to be dissolved. In that situation, the books and papers of the company, as well as those of the Company Liquidator, may be disposed of in the manner that the Tribunal directs.
Sub-section (2) states that after five years have passed from the company's dissolution, no responsibility falls on the company, the Company Liquidator, or any person who has been given custody of the books and papers, just because a book or paper is not produced for someone who claims to have an interest in it.
Under sub-section (3), the Central Government may make rules to do two things. First, under clause (a), it may prevent the destruction of the books and papers of a wound-up company and its Company Liquidator for whatever period the government thinks proper. Second, under clause (b), it may allow any creditor or contributory of the company to make representations to the Central Government about the matters covered in clause (a), and to appeal to the Tribunal against any order the Central Government makes on those matters.
Sub-section (4) provides that if any person acts against a rule framed or an order made under sub-section (3), that person is punishable with a fine that may go up to fifty thousand rupees.
Official Text
1[
(1) When the affairs of a company have been completely wound up and it is about to be dissolved, the books and papers of such company and those of the Company Liquidator may be disposed of in such manner as the Tribunal directs.]
(2) After the expiry of five years from the dissolution of the company, no responsibility shall devolve on the company, the Company Liquidator, or any person to whom the custody of the books and papers has been entrusted, by reason of any book or paper not being forthcoming to any person claiming to be interested therein.
(3) The Central Government may, by rules,—
(a) prevent for such period as it thinks proper the destruction of the books and papers of a company which has been wound up and of its Company Liquidator; and
(b) enable any creditor or contributory of the company to make representations to the Central Government in respect of the matters specified in clause (a) and to appeal to the Tribunal from any order which may be made by the Central Government in the matter.
(4) If any person acts in contravention of any rule framed or an order made under sub-section (3), he shall be punishable 2*** with fine which may extend to 3[fifty thousand rupees].