Steps to be taken in a case where the company is solvent but the business for which it was formed has been completed :

(a) Prepare a statement of its assets and-liabilities [Section 488(2)].

(b) Prepare and file with the Registrar of Companies a statutory declaration by directors that the company will be able to pay its debts in full within such period not exceeding three years from the commencement of the winding-up as may be specified in the declaration.

This must be done within five weeks before that date of the passing of the winding-up resolution, and must be delivered to the Registrar before that date. It may be accompanied by a copy of the report of the auditors of the company on the profit and loss account of the company (for the period commencing from the date up to which last such account was prepared and ending with the latest practicable date immediately before the making of the declaration) and the balance sheet of the company (made out as on the last-mentioned date). It must also embody a statement of the company’s assets and liabilities, as at that date [Section 488(3)].

(c) Call a general meeting of the company to pass a resolution for the winding-up of the company (Section 484). As to resolution, it should be in accordance with the provisions of Section 189(1).

(d) Hold meeting of shareholders in accordance with notice so as to pass the resolution referred to in (c) above.

(e) Appoint liquidator for the purpose of winding-up the affairs and distributing the assets of the company (Section 490).

(f) The company must give notice of appointment of liquidator to the Registrar of Companies (Section 493).