NCLT approved voluntary liquidation after full debt settlement but held directors liable for future dues beyond the ₹14.99 lakh fund, preserving post-liquidation accountability.
NCLT Approves Voluntary Liquidation, Preserves Director Liability
The National Company Law Tribunal (NCLT) approved a voluntary liquidation under the Companies Act, 2013, after confirming full repayment of known debts from a ₹14.99 lakh fund. However, it made a crucial distinction by holding directors personally liable for any future claims arising from undisclosed obligations or statutory breaches.
The Tribunal invoked Section 59 of the IBC and Sections 34, 35, and 38 of the Companies (Insolvency and Liquidation) Rules, 2016, to emphasize that voluntary liquidation does not grant blanket immunity. Directors remain accountable for misconduct, misfeasance, or concealment of assets. The order cited V.K. Bansal v. UoI to affirm that liquidation is not a shield against personal liabilities.
This decision cautions promoters against treating voluntary liquidation as an exit strategy without full compliance. Practitioners must advise directors on disclosure obligations and potential post-liquidation exposure, especially under tax, labour, and environmental laws.
Citations
- Companies Act, 2013, Section 59
- IBC, Section 59
- V.K. Bansal v. UoI
