Article 63 - Declaration of solvency
(1) Where it is proposed to wind up a
Company voluntarily, the directors (or, in the case of a Company having more than two directors, the majority of them) may at a directors' meeting make a declaration to the effect that they have made a full inquiry into the Company's affairs and that, having done so, they have formed the opinion that the Company will be able to pay its debts in full within such period, not exceeding 12 months from the commencement of the winding up, as may be specified in the declaration.
(2) Such a declaration must be made within the five weeks immediately preceding the date of the passing of the resolution for winding up, or on that date but before the passing of the resolution.
(3) Where a director makes a declaration under this Article 63 without having reasonable grounds for the opinion that the
Company will be able to pay its debts in full, together with interest at the official rate, within the period specified, such director commits a contravention and is liable to a financial penalty.
(4) If the
Company is wound up in pursuance of a resolution passed within five weeks after the making of the declaration, and its debts are not paid or provided for in full within the period specified, it is to be presumed (unless the contrary is shown) that the director did not have reasonable grounds for his opinion.