UNLIMITED COMPANIES

UNLIMITED COMPANIES
By virtue of Section 2(92) of the Act, an unlimited company is a company not having any limit on the liability of its members.

Thus, the maximum liability of the members of such a company, in the event of its being wound up,
could extend to their entire personal property to meet the debts and obligations of the company by contributing to its assets.

However, the liability of the members is only towards the company and not towards company’s creditors
directly and hence, only the liquidators of the company can ask the members to contribute to its assets which will be used in the discharge of the company’s debts and the cost of winding up.
Section 4 of the Act, provide that an Unlimited company must state in its memorandum that liability of its members is unlimited.
The Memorandum of an unlimited company shall be in the form in the Table – D (where not having share capital) or in Table – E (where having share capital) of Schedule I of the Act. The Articles of an unlimited company shall be in the Form in Table – I (where having share capital) or in Table – J (where not having share capital) of Schedule I to the Act.
As per the provisions of Section 65, an unlimited company may convert itself into a limited company. The procedure for incorporation of such companies is similar to that of companies with limited liability.

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