Part IV Winding Up of Companies Registered under the Companies Acts (ss [73-219)
Part IV Winding Up of Companies Registered under the Companies Acts (ss [73-219)

[73 Scheme of this Part]

[(1)     This Part applies to the winding up of a company registered under the Companies Act 2006 in England and Wales or Scotland.

(2)     The winding up may be either—

(a)     voluntary (see Chapters 2 to 5), or

(b)     by the court (see Chapter 6).

(3)     This Chapter and Chapters 7 to 10 relate to winding up generally, except where otherwise stated.]


74 Liability as contributories of present and past members

(1)     When a company is wound up, every present and past member is liable to contribute to its assets to any amount sufficient for payment of its debts and liabilities, and the expenses of the winding up, and for the adjustment of the rights of the contributories among themselves.

(2)     This is subject as follows—

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

(b)     a past member is not 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 is not 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 . . .;

(d)     in the case of a company limited by shares, no contribution is 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;