Section 699 CAMA 2020
Section 699 Companies and Allied Matters Act is about Winding-up of unregistered company. It is under Chapter 25 (Winding-up of unregistered companies) of the Act.
Subject to the provisions of this Part of this Act, an unregistered company may be wound up under this Act and all the provisions of this Act,with respect to winding-up shall apply to an unregistered company, with the following exceptions—
(a) the principal place of business of an unregistered company shall, for all the purposes of the winding-up, be deemed to be the registered office of the company ;
(b) an unregistered company shall not be wound up under this Act voluntarily or subject to supervision ;
(c) an unregistered company may be wound up if—
(i) the company is dissolved, or has ceased to carry on business or is carrying on business only for the purpose of winding-up its affairs,
(ii) the company is unable to pay its debts, or
(iii) the Court is of opinion that it is just and equitable that the company should be wound up ; or
(d) an unregistered company shall, for purposes of this Act, be deemed to be unable to pay its debts if—
(i) a creditor, by assignment or otherwise, to whom the company is indebted in a sum exceeding N100,000 then due, has served on the company, by leaving at its principal place of business, or by delivering to the secretary or some director, manager, or principal officer of the company, or by otherwise serving in such manner as the Court may approve or direct, a demand under his hand requiring the company to pay the sum so due, and the company has for 21 days after the service of the demand neglected to pay the sum, or to secure or compound for itto the satisfaction of the creditor,
(ii) any action or other proceedings has been instituted against any member for any debt or demand due from the company, or from him in his capacity as a member, and notice in writing of the institution of the action or proceeding having been served on the company by leaving it at its principal place of business, or by delivering it to the secretary, or some director, manager, or principal officer of the company, or by otherwise serving the notice in such manner as the court may approve or direct, the company has not within 28 days after service of the notice secured or compounded for the debt or demand or procured the action or proceeding to be stayed, or within that period has not indemnified the defendant to his reasonable satisfaction against the action or proceeding,and against all costs, damages and expenses to be incurred by him byreason of the same, or
(iii) execution or other process issued on a judgment, act or order obtained in any Court in favour of a creditor against the company, or any of its members or any person authorised to be sued as nominal defendant on behalf of the company, is returned unsatisfied and it is otherwise proved to the satisfaction of the Court that the company is unable to pay its debts.
