Companies Act 2014 section 602

Voidance of dispositions of property, etc. after commencement of winding up

Section 602 deals with what happens when company property is disposed of, shares are transferred, or the status of members is changed after a winding up has commenced, and the consequences if these actions are carried out without proper authorisation.

• Any disposition of company property, transfer of shares, or change in member status made after winding up commences is void unless sanctioned by the liquidator, an authorised director, or the court
• A person who carries out a voided action at the company's request is not personally liable unless they had actual knowledge that the company was being wound up
• A company in winding up that asks someone to carry out such an action without disclosing the winding up commits a category 2 offence, as does any officer in default
• The offence provision does not limit any other civil or criminal liability the company or its officers may face for making such a request, regardless of whether the other party was aware of the circumstances

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