Section 102: Petition for winding up

102. Petition for winding up (1) Subject to subsection (3) and to section 178 (2) (g) of the Companies Act, a company may, whether or not it is being wound up voluntarily and on petition made in accordance with this section, be wound up under an order of the Court. (2) A petition to wind up by a company may be presented by— (a) the company; [Issue 3] I14 – 60 Revised Laws of Mauritius (b) a contributory or any person who is the heir of a deceased contributory or the trustee in bankruptcy of the estate of a contributory; (c) a shareholder; (d) a creditor, including a contingent or prospective creditor, of the company; (e) a liquidator; (ea) the administrator; (f) the Director or the Registrar of Companies; or (g) the Financial Services Commission, where the company is a licensee thereof. (3) In the case of a petitioner referred to in subsection (2) (b), (c) or (d), the holder of a power of attorney from the applicant may present the petition provided that the petition is accompanied by a copy of the power of attorney and a certificate signed by the attorney certifying that the power of attorney is current and has not been revoked. (3A) Where a petition is presented under subsection (2) by a person other than the Director or Registrar of Companies, that person shall forthwith deliver to the Director a copy of the application and any other document filed in relation to the petition. (4) (a) Only the Director may present a petition on any ground specified in subsection (5) (h), (i) or (j). (b) The Court shall not hear a petition presented by a contingent or prospective creditor until such security for costs has been given as the Court thinks reasonable and a prima facie case for winding up has been established to the satisfaction of the Court. (5) Subject to this section, a petition to wind up may be presented where— (a) the company has, by special resolution, resolved that it be wound up by the Court; (b) the company is unable to pay its debts; (c) the directors have acted in the affairs of the company in their own interests rather than in the interests of the shareholders as a whole, or in any other manner which is unfair or unjust to other shareholders; (d) the directors or managers of the company have acted to conceal the assets of the company or remove assets outside the jurisdiction with intent to defeat creditors; (e) an inspector under Part XV of the Companies Act has reported that he is of opinion— (i) that the company is unable to pay its debts and should be wound up; or I14 – 61 [Issue 9] Insolvency Act (ii) that it is in the interests of the public or of the shareholders or creditors that the company should be wound up; (f) the period, if any, fixed for the duration of the company by its constitution has expired or the event, if any, on the occurrence of which the constitution provides that the company is to be dissolved has occurred; (g) the Court is of opinion that it is just and equitable to do so; (h) a bank has carried on business in Mauritius in contravention of the Banking Act; (i) an insurance company has carried on business in Mauritius in contravention of the Insurance Act or the Financial Services Act; (j) the company or its officers have persistently made default in complying with this Act or the Companies Act; (k) this Act otherwise provides that the company be wound up; or (l) a licensee of the Financial Services Commission has carried on business in Mauritius in contravention of the Financial Services Act or the S Mauritius in contravention of the Banking Act; (i) an insurance company has carried on business in Mauritius in contravention of the Insurance Act or the Financial Services Act; (j) the company or its officers have persistently made default in complying with this Act or the Companies Act; (k) this Act otherwise provides that the company be wound up; or (l) a licensee of the Financial Services Commission has carried on business in Mauritius in contravention of the Financial Services Act or the Securities Act. [S. 102 amended by s. 28 (b) of Act 9 of 2015 w.e.f. 14 May 2015; s. 11 (b) of Act 4 of 2017 w.e.f. 20 May 2017.]