Position of a ‘voluntary’ liquidator: 

It has been held that a voluntary liquidator is not an officer of the Court, [Re. Hills Waterfall etc. Co. (196) Ch. 946, 954].- also that he can more rightly be described as the agent of the company [Knowles Scott (181), I Ch. 717].

The status of a liquidator as an agent of the company can be appreciated if one considers that in a voluntary winding-up the liquidator is appointed by the shareholders, at a general meeting, both in the case of members’ and the creditors’ winding-up, the only difference between the two is that where the person nominated by the creditors at their separate meeting is different from the one proposed by the members, the nominee of the creditors takes the office of the liquidator. Further, under Section 512 of the Companies Act, a liquidator can exercise certain powers, with the sanction of a special resolution of the company, in the case of a members winding-up and in the case of creditors‟ winding-up with the sanction of the court or the Committee of Inspection or (if there is no such committee) of the meeting of t he creditors’ be also has the right to exercise a number of powers on his own as the agent of the company’ A company in voluntary winding-up thus is administered by the liquidator in very-much the same way as it is done by the directors, before the commencement of winding-up.

It must, how ever, be remembered that the liquidator owes certain duties towards the creditors and contributories under the statute including that of administration of the assets of the company. These he holds in trust for them. In so far as this, he is a trustee. If he neglects these duties, he may be held personally liable by the party prejudiced, or misfeasance proceedings under Section 543 can be taken against him. Thus the liquidator has a dual status both of agent and trustee.