Sale Deed by the Official Liquidator of a Company (India) by OLL
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SALE BY OFFICIAL LIQUIDATOR OF THE COMPANY
1. THIS Sale Deed made on this____________ day of ___________200 by Mr. ________________Official Liquidator of XYZ CO. Ltd., a company incorporated under the Companies Act, 1956 and having its registered office at ___________. Hereinafter called the Company (in liquidation) (hereinafter called the Vendor) of the ONE PART; and Mr.________ son of ______, resident of ______________ (Hereinafter called the Purchaser) of the OTHER PART.
WHEREAS the XYZ CO. LTD. was ordered to be compulsorily liquidated and wound up by an order dated ___________passed by Hon'ble Judge of the Bombay High Court, and the said Vendor was appointed as its Official Liquidator.
AND WHEREAS the Vendor for the purpose of and in the course of the liquidation of the said Company submitted a report dated..................... to the Hon'ble Liquidation Judge and the Hon'ble liquidation Judge vide order dated ................. authorised the Vendor to sell the company's properties more particularly described in the Schedule hereto by auction through M/s ....................................... Auctioneers and the Auctioneers in the auction held on ................. accepted the highest bid of the Purchaser subject to the approval and sanction of the Hon'ble Liquidation Court and received a sum of Rs....................... as deposit.
AND WHEREAS the sale of the company properties mentioned in the Schedule hereto in favour of the Purchaser was sanctioned by an order dated ........................ passed by the Hon'ble liquidation Judge and the Vendor has been authorised to execute sale deed of the Company's properties mentioned in the schedule hereto in favour of the Purchaser by the said order dated .........................
NOW THIS DEED OF SALE WITNESSETH that in pursuance of the orders dated......................... and dated Judgment and decree passed by the Hon'ble Liquidation Judge Bombay High Court for the sale of the properties mentioned in the Schedule hereto and sanction of the sale of the said properties in favour of the Purchaser respectively and in consideration of the sum of Rs.............. by demand draft no...................dated...................... issued by the...........Bank, Branch.............. (the receipt whereof the Vendor hereby acknowledges) the Vendor hereby grants, conveys, transfers and sells all that properties mentioned more particularly mentioned in Schedule hereto, heretofore belonging to and forming part of the said Company UNTO THE SAID PURCHASER, his heirs, legal representatives, executors, administrators and assigns to have and to hold the same unto the Purchaser as full and absolute owner thereof.
2. The Vendor hereby covenants with the Purchaser as follows.-
That the Vendor and the Company has good title to convey, sell, transfer the said properties to the Purchaser and the Purchaser shall peacefully and quietly possess and enjoy the said properties hereby conveyed, transferred, granted and sold to him without any disturbance, hindrance, obstruction by the Vendor or the Company or any person or persons claiming under or through them.
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This template is a Sale Deed used when a company in liquidation sells its property through an Official Liquidator. It facilitates the formal transfer of ownership from the company to a purchaser following a court-sanctioned auction process.
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About this template
What is this template?
This document is a formal deed of conveyance for real estate or assets owned by a company in liquidation. It is not a standard commercial sale agreement because the seller is a court-appointed official rather than the company directors, and it requires specific references to High Court sanction orders. It specifically limits the personal liability of the signatory for title defects.
When should you use it?
Use this document when a High Court in India has sanctioned the sale of specific properties described in a schedule following a winding-up order. Use a standard Sale Deed instead if the company is not in liquidation and the directors are still authorized to sign on its behalf.
What's inside
| Clause | Name | What it does |
|---|---|---|
| 1 | Parties and Recitals | Identifies the Official Liquidator of a company incorporated under the Companies Act 1956 and the Purchaser as the two parties to the deed. |
| NOW THIS DEED OF SALE WITNESSETH | Grant of Property | Conveys absolute ownership of the properties described in the Schedule to the Purchaser in exchange for a specified sum paid via demand draft. |
| 2 | Covenant of Title | Asserts that the Vendor and the Company have good title to transfer the properties without hindrance or obstruction. |
| 2 | Encumbrances | States that the properties have not been encumbered or charged according to the company books or since the date of winding up. |
| 2 | Taxes and Dues | Confirms the Vendor has paid all assessments and duties owed to the State of Maharashtra or the Brihan Mumbai Municipal Corporation. |
| 2 | Limitation of Liability | Exempts the Official Liquidator from personal liability for any defects in the Company's title to the properties sold. |
Who it's for
- a purchaser buying assets from an Indian company undergoing compulsory liquidation ordered by a High Court
- an Official Liquidator appointed by the Bombay High Court to dispose of company property via sanctioned auction
How long it runs and how it's signed
Law it's drafted under
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