Liquidation Attorneys in Johannesburg
Company Winding-Up and Insolvency Counsel
A company that cannot pay its debts has two futures: an orderly liquidation that preserves value and defences, or a chaotic collapse that exposes directors. The difference is usually the timing of the advice.
Our commercial team acts for companies, directors and creditors in liquidations under the Companies Act 71 of 2008 and the Insolvency Act 24 of 1936 – voluntary winding-up, creditor applications and the proceedings that follow.
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How Liquidation Actually Works
Liquidation winds up a company’s affairs: assets are realised, creditors are ranked and paid in statutory order, and the company is dissolved. The process is statutory – and unforgiving of improvisation.
The legislative machinery:
- Companies Act 71 of 2008
- Insolvency Act 24 of 1936
- voluntary winding-up
- compulsory (creditor) liquidation
- ranking of creditors
A voluntary liquidation starts with the company itself – a special resolution and a statement of solvency, or the creditors’ route where the company is insolvent. A compulsory liquidation starts with a creditor’s court application on an undisputed debt.
For directors, the weeks before liquidation are the legally dangerous ones: trading while insolvent, reckless conduct and preferential payments are all examined after the appointment. Advice taken early is a defence; advice taken after is an explanation.
What a Liquidation Attorney Does
For companies and directors: the voluntary winding-up process, the meetings and filings it requires, and defensive review of the pre-liquidation conduct the liquidator will later scrutinise.
For creditors: the application to liquidate on undisputed debt, proving claims in the estate, and the recovery and set-aside proceedings where assets were moved out of reach.
Liquidation is orderly by statute. The disorder happens in the six months before it.
Voluntary vs Compulsory Liquidation
Voluntary winding-up
The company resolves to wind up – by shareholders where solvent, by creditors where not – and the master appoints a liquidator.
The company chooses the timing and, in practice, the liquidator. Control during collapse is worth a great deal to directors and to the estate’s value.
Compulsory liquidation
A creditor with an undisputed debt applies to court; the order places the company in liquidation on the creditor’s initiative.
The creditor chooses the timing – usually the worst possible moment for the company. Defending the application needs a genuine bona fide dispute, not a payment plan.
| Issue | Voluntary | Compulsory |
|---|---|---|
| Who starts it | The company (shareholders or creditors’ meeting) | A creditor, by court application |
| Timing control | The company’s | The creditor’s |
| Speed | Weeks – resolution and meetings | Court roll dependent |
| Liquidator choice | Nominated by the company in practice | Master’s appointment, creditor-influenced |
| Best for | Orderly wind-down, defensible conduct | Creditors facing a debtless debtor |
The Liquidation Process, Step by Step
From decision to dissolution.
Advice and pre-liquidation review
The attorney reviews the company’s position and the directors’ recent conduct – curing what can be cured before a liquidator reads it.
Resolution or application
A special resolution winds up voluntarily, or a creditor’s application is issued and set down.
Master and liquidator
The Master of the High Court appoints the liquidator, who takes control of the company’s assets.
First meetings
Meetings of creditors and contributries verify claims and the estate’s position.
Realisation and distribution
Assets are realised; creditors are paid in the statutory ranking – secured, preferent, concurrent.
Dissolution and after
The company is deregistered; claims and exposures that survive are managed.
Where Liquidation Runs
One division owns insolvency:
- High Court, Gauteng Division, Johannesburg – compulsory liquidation applications, set-asides and the litigation that follows.
- Master of the High Court, Johannesburg – appoints liquidators, administers estates and supervises the process.
- Companies and Intellectual Property Commission – deregistration and the corporate record.
Johannesburg’s insolvency practice centres on one court and one Master – relationships and procedure knowledge move matters.
How to Choose a Liquidation Attorney
Choose for the eighteen months after the order, not the week of it.
- Insolvency specialisation..The Companies Act, the Insolvency Act and Master’s practice are their own craft – ask how much of the practice is insolvency.
- Director-defence fluency..If you are a director, ask directly how pre-liquidation conduct is reviewed – and get the answer before the liquidator asks.
- Creditor-side experience..The same knowledge wins claim-proving, set-asides and recoveries for creditors.
- Litigation depth..Liquidations spawn disputes – careless preferences, void dispositions – and counsel that can litigate them protects the estate.
- Verifiable standing..Confirm good standing through the Legal Practice Council.
What Liquidation Costs
As a market guide, a voluntary winding-up commonly runs R25,000–R60,000 including the process and first meetings; contested compulsory applications from R40,000 per side. Liquidators’ fees come from the estate, not the parties, under the Master’s tariff.
Otrebski Attorneys scopes liquidation work in phases and quotes in writing before work begins. Clients come before billable hours. No hidden costs.
Common Mistakes to Avoid
Liquidation mistakes are made before the liquidator arrives.
Frequently Asked Questions
What is the difference between liquidation and sequestration?
Liquidation winds up a company; sequestration is the equivalent for an individual’s insolvent estate. Both are governed by the Insolvency Act framework, with the Companies Act overlay for companies.
Can a company be liquidated while disputing a debt?
A creditor needs an undisputed debt for compulsory liquidation. A genuine bona fide dispute defeats the application – which is why the dispute must be documented before, not asserted at, the hearing.
What happens to the directors in a liquidation?
The liquidator investigates the company’s affairs, including reckless trading and preferential payments, and may pursue directors personally. Early advice structures the record before that enquiry runs.
How long does liquidation take?
The appointment takes weeks; the estate – realisation, claims, distribution – runs one to three years depending on the assets and litigation. Dissolution follows.
Who pays the liquidator?
The liquidator is paid from the realised assets under the Master’s tariff – not by the company’s directors personally, though a badly managed estate leaves nothing to distribute.
Can I start a new business after liquidation?
Generally yes, subject to prohibitions on reusing the company’s name and to any directorship restrictions the court imposes. The prior liquidation itself is not a general disqualification.
Do you act for creditors too?
Yes. Otrebski Attorneys acts for companies, directors and creditors in liquidation matters across Johannesburg from its Sandton office.
Wind it up properly. The alternative winds up messy.
Otrebski Attorneys practises from Office 9th Floor, The Spaces, 5th Street, Sandhurst, Sandton – with transparent billing and no hidden costs.
Call 060 500 3098
Office hours: Monday to Friday, 08h00 – 17h00 · send a message
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