---
title: "Run a members’ voluntary winding up of a solvent company"
url: "https://ailawframework.com/practice/commercial-and-corporate-advisory/run-a-members-voluntary-winding-up-of-a-solvent-company"
type: "task"
site: "AI Law Framework"
id: "A1-J20261018-5"
practice_area: "Commercial & Corporate Advisory (contracts, company law, governance)"
tier: "yellow"
lawyer_review: "required"
last_reviewed: "2026-10-22"
---

# Run a members’ voluntary winding up of a solvent company

> From the company’s accounts, liabilities list and members’ instructions, build the timetable and document set for a members’ voluntary winding up: the directors’ declaration of solvency, the board minutes, the notice…

Canonical page: https://ailawframework.com/practice/commercial-and-corporate-advisory/run-a-members-voluntary-winding-up-of-a-solvent-company  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Commercial & Corporate Advisory (contracts, company law, governance)](https://ailawframework.com/practice/commercial-and-corporate-advisory.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | From the company’s accounts, liabilities list and members’ instructions, build the timetable and document set for a members’ voluntary winding up: the directors’ declaration of solvency, the board minutes, the notice of meeting and special resolution to wind up and appoint the liquidator, the published notice and the ASIC lodgements, drafted from the firm’s precedents. |
| What the lawyer must review | The lawyer confirms the directors can honestly make the declaration of solvency after inquiry into the company’s affairs, decides whether winding up or voluntary deregistration suits the company, checks the sequence and timing of each step, and settles the documents with the proposed liquidator. |
| Written for / versions | 1 jurisdiction versions below |

## Checking plan

**Line-by-line review**

Review the complete output at the level of each line, paragraph or clause; check facts, meaning and omissions.

- What the AI does: From the company’s accounts, liabilities list and members’ instructions, build the timetable and document set for a members’ voluntary winding up: the directors’ declaration of solvency, the board minutes, the notice of meeting and special resolution to wind up and appoint the liquidator, the published notice and the ASIC lodgements, drafted from the firm’s precedents.
- What the lawyer does: The lawyer confirms the directors can honestly make the declaration of solvency after inquiry into the company’s affairs, decides whether winding up or voluntary deregistration suits the company, checks the sequence and timing of each step, and settles the documents with the proposed liquidator.
- Who reviews: Responsible lawyer with competence in the matter
- Basis: Practical workflow informed by the linked primary sources; the traffic light and working checks are editorial guidance, not a court classification.
- Why: The level reflects what the work is, the consequence of an error, and how much of the output the lawyer must independently re-derive.

## Checks the lawyer makes

1. Confirm a majority of directors make the declaration of solvency before the members’ meeting.
2. Check the special resolution appoints the liquidator and is notified and published as ASIC requires.
3. Confirm the directors understand the liquidator must act if the company cannot pay its debts within the declared period.

## Notes

- These are suggested working checks. Confirm the required checking with the responsible lawyer before work starts; the checking approach does not establish permission to use AI.

## Sources

- [ASIC — Wind up a solvent company](https://www.asic.gov.au/for-business-and-companies/companies/company-deregistration-and-winding-up/wind-up-a-solvent-company) (checked 2026-10-18)
- [ASIC — Flowchart 1: Liquidator in a members’ voluntary winding up](https://www.asic.gov.au/for-finance-professionals/registered-liquidators/your-ongoing-obligations-and-compliance-as-a-registered-liquidator/external-administration-controller-appointments-and-schemes-of-arrangement-most-commonly-lodged-forms/flowchart-1-liquidator-in-a-members-voluntary-winding-up) (checked 2026-10-18)

## Forms and precedents for this task

| Form or precedent | Kind | AI level | Summary |
| --- | --- | --- | --- |
| [ASIC Form 205: notification of resolution](https://ailawframework.com/precedents/commercial-and-corporate-advisory/form-asic-205-notification-of-resolution.md) | Form | Yellow | Link to ASIC Form 205, the notification that a resolution has been passed. The form page gives it for a change of name or type, an altered constitution, or a winding up. |

Signed-in accounts can read the full text of each one.

## Jurisdiction versions

| Jurisdiction | Level |
| --- | --- |
| [United States](https://ailawframework.com/practice/commercial-and-corporate-advisory/run-a-members-voluntary-winding-up-of-a-solvent-company/united-states.md) | Yellow |

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*