A company incorporated under the laws of the Kingdom of Bahrain shall be liquidated in accordance to the provisions of the Companies Commercial Law 21 of 2001 (the “Law”).
A company shall be dissolved / wound up for reasons stated under the Law thereafter the company shall be deemed to be in liquidation. Where the dissolution is voluntary, the liquidation of the company shall be in accordance to the liquidation procedure provided in the company’s memorandum of association; in absence of any such provisions the guidelines laid down in Law shall be followed.
During liquidation the company shall maintain its corporate entity to the extent required by the liquidation activities, however the phrase “under liquidation” shall be added to the name of the company till the completion of the liquidation procedure and the powers of the company shall thereafter vest with the appointed liquidator. Liquidation of the company shall require:
1. A resolution by an Extra-ordinary General Meeting approving the liquidation of the company. The resolution shall state:
(a) The reason for liquidation.
(b) The unanimous decision of all the members to liquidate the company.
(c) The appointment of one or more liquidators (by simple majority), who can be director or a non-director of the company. Where there is more than one liquidator, the acts of the liquidators shall not be valid unless taken through a unanimous decision.
A company shall be dissolved / wound up for reasons stated under the Law thereafter the company shall be deemed to be in liquidation. Where the dissolution is voluntary, the liquidation of the company shall be in accordance to the liquidation procedure provided in the company’s memorandum of association; in absence of any such provisions the guidelines laid down in Law shall be followed.
During liquidation the company shall maintain its corporate entity to the extent required by the liquidation activities, however the phrase “under liquidation” shall be added to the name of the company till the completion of the liquidation procedure and the powers of the company shall thereafter vest with the appointed liquidator. Liquidation of the company shall require:
1. A resolution by an Extra-ordinary General Meeting approving the liquidation of the company. The resolution shall state:
(a) The reason for liquidation.
(b) The unanimous decision of all the members to liquidate the company.
(c) The appointment of one or more liquidators (by simple majority), who can be director or a non-director of the company. Where there is more than one liquidator, the acts of the liquidators shall not be valid unless taken through a unanimous decision.
(d) The remuneration of the liquidator.
(e) The term of the liquidation process, within which the liquidation procedure shall be completed. This term may be extended upon submission of a report by the liquidator to the company’s management and the company through a resolution agrees to extend the same.
2. This resolution needs to be registered at the Company Registry, who shall thereon publish the same in a local newspaper. The Liquidator shall be responsible for following up with the Company Registry for the entry procedure. The appointment (or dismissal and reappointment) of the liquidator or the liquidation procedure shall not be effective against third parties unless published in a local newspaper.
3. Upon appointment the liquidator shall carry out an inventory of the assets and liabilities of the company, in agreement with the company’s directors. A detailed inventory and the balance sheet shall be prepared and signed by the liquidator, managers and the board of directors of the company.
4. The board of directors shall thereon submit the accounts of the company to the liquidator and shall also handover the books, properties and other documents of the company. The liquidator being the agent of the company shall be responsible for acting to safeguard the interest of the company.
5. The Liquidator will maintain a separate register to record the liquidation acts. Particularly the liquidator shall be responsible for:
(a) Representing the company against all third parties.
(b) Selling the companies movable and immovable properties (if required), but not without the prior consent of the company directors or the ordinary general assembly.
(e) The term of the liquidation process, within which the liquidation procedure shall be completed. This term may be extended upon submission of a report by the liquidator to the company’s management and the company through a resolution agrees to extend the same.
2. This resolution needs to be registered at the Company Registry, who shall thereon publish the same in a local newspaper. The Liquidator shall be responsible for following up with the Company Registry for the entry procedure. The appointment (or dismissal and reappointment) of the liquidator or the liquidation procedure shall not be effective against third parties unless published in a local newspaper.
3. Upon appointment the liquidator shall carry out an inventory of the assets and liabilities of the company, in agreement with the company’s directors. A detailed inventory and the balance sheet shall be prepared and signed by the liquidator, managers and the board of directors of the company.
4. The board of directors shall thereon submit the accounts of the company to the liquidator and shall also handover the books, properties and other documents of the company. The liquidator being the agent of the company shall be responsible for acting to safeguard the interest of the company.
5. The Liquidator will maintain a separate register to record the liquidation acts. Particularly the liquidator shall be responsible for:
(a) Representing the company against all third parties.
(b) Selling the companies movable and immovable properties (if required), but not without the prior consent of the company directors or the ordinary general assembly.
(c) Paying company’s dues and debts.
(d) The liquidator shall not initiate any new activities unless the same is necessary for completion of the previous activities.
6. All amounts received by the liquidator shall be deposited in the company’s accounts.
7. The liquidator shall notify (though registered latter or daily newspaper publication) all the creditors of the company of the commencement of the liquidation procedure and invite them to submit their claims.
8. Without prejudice to the rights of the privileged creditors the liquidator shall start paying company’s debts. Debts arising from the liquidation process shall have priority in payment from the company’s funds over the other debts.
9. The liquidator shall provide a liquidation report to the company’s management in every six months. The directors of the company reserve the right to initiate court proceedings against the liquidator for his malafide acts or where the liquidator fails to provide explanation.
10. The liquidator shall enter the completion of the liquidation in the Commercial Registry, who shall thereon publish it in the local newspaper so as to be effective against all third parties.
11. On completion of the liquidation process the liquidator shall apply for striking of the company’s name from the Commercial Registry.
12. The company’s books and register shall be maintained for a period of 10 years from the date of striking off the name of the company from the Commercial Registry.
(d) The liquidator shall not initiate any new activities unless the same is necessary for completion of the previous activities.
6. All amounts received by the liquidator shall be deposited in the company’s accounts.
7. The liquidator shall notify (though registered latter or daily newspaper publication) all the creditors of the company of the commencement of the liquidation procedure and invite them to submit their claims.
8. Without prejudice to the rights of the privileged creditors the liquidator shall start paying company’s debts. Debts arising from the liquidation process shall have priority in payment from the company’s funds over the other debts.
9. The liquidator shall provide a liquidation report to the company’s management in every six months. The directors of the company reserve the right to initiate court proceedings against the liquidator for his malafide acts or where the liquidator fails to provide explanation.
10. The liquidator shall enter the completion of the liquidation in the Commercial Registry, who shall thereon publish it in the local newspaper so as to be effective against all third parties.
11. On completion of the liquidation process the liquidator shall apply for striking of the company’s name from the Commercial Registry.
12. The company’s books and register shall be maintained for a period of 10 years from the date of striking off the name of the company from the Commercial Registry.
Hi, I would like to ask if even you are working seven months in the Company. Are u entitle to get indemnity? If the Company termininated you and no evaluation happened. Just because your boss has different motives. But its find i just want to get what they have to pay me. I hope i can get the best answer. Thank yoy.
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