Liquidator. A person appointed to conduct the winding-up of a company under the (English) Companies Act, 1929. Liquidators are of three kinds:--
(1) Appointed by the court in a winding-up by the Court. pending appointment the Official Receiver in Bankruptcy is to act as Official Receiver and Liquidator in the winding-up (s. 185). By s. 186, in England, liquidators other than the Official Receiver must provide security to the satisfaction of the Board of Trade. His duties comprise the collection of the company's property, and this property or any part of it may vest in him on his application. He may bring or defend actions relating to that property in his own official name (s. 190). Powers which he may exercise subject to the sanction of the court or a Committee of Inspection are setout in s. 191(1); sub-s. (2) of that section gives a list of powers for which such sanction is not required. The duties of a liquidator are to collect, administer, and distribute the assets, having regard to the direction of creditors and contributories, and subject to the requirements of the Act. He must send in his accounts twice a year at least to the Board of Trade for the purposes of audit. As to settling the lists of contributories and the acceptance or rejection of creditors' proofs by the liquidator, subject to the control of the court, see the (English) Companies (Winding-up) Rules, 1929, and ss. 183-197 of the Act.
(2) Liquidators of a company winding-up voluntarily are appointed by the company in general meeting to wind up its affairs and thereupon the powers of the directors shall cease except so far as the company in general meeting or the liquidator sanctions the continuance thereof (s. 232). The assets do not vest in the liquidator. On completion of the winding-up the liquidator must present his accounts to the company in general meeting and to a meeting of creditors and send the accounts to the Registrar of Companies with a return of the holding of the respective meetings.
(3) Liquidators in a winding-up subject to the supervision of the court have the powers, with some exceptions (see ss. 259 and 260) of a liquidator in a voluntary winding-up. The excepted powers are only exercisable with the sanction of the court or if the winding-up is a creditors' voluntary winding-up, the sanction of the Committee of Inspection (ibid.); see also, generally, ss. 183-197 of the Act, and WINDING-UP.
A liquidator appointed by the court is an agent of the company and not personally liable for contracts within the scope of his duties, but if he is appointed to be receiver and manager by the court he is not an agent of the company and is personally liable for contracts entered into by him as such, Stead, Hazel & Co. v. Cooper, (1933) 1 KB 870.