SECTIONS | Section 378-521 : COMPANIES ACT, 1956 |
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| CHAPTER IV |
| A. Secretaries and Treasurers (Omitted) |
378. | [Repealed] |
379. | [Repealed] |
380. | [Repealed] |
381. | [Repealed] |
382. | Secretaries and treasurers not to appoint directors |
383. | [Repealed] |
383-A. | Certain companies to have secretaries |
| B. MANAGERS |
384. | Firm or body corporate not to be appointed manager |
385. | Certain persons not to be appointed managers |
386. | Number of companies of which a person may be appointed manager |
387. | Remuneration of manager |
388. | Application of sections 269, 310, 311, 312 and 317 to managers |
388-A. | Sections 386 to 388 not to apply to certain private companies |
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| CHAPTER IVA : POWERS OF CENTRAL GOVERNMENT TO REMOVE MANAGERIAL PERSONNEL FROM OFFICE ON THE RECOMMENDATION OF THE TRIBUNAL |
388-B. | Reference to Tribunal of cases against managerial personnel |
388-C. | Interim order by Tribunal |
388-D. | Decision of the Tribunal |
388-E. | Power of Central Government to remove managerial personnel on the basis of Tribunal decision |
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| CHAPTER V : ARBITRATIONS, COMPROMISES, ARRANGEMENTS AND RECONSTRUCTIONS |
389. | [Repealed] |
390. | Interpretation of sections 391 and 393 |
391. | Power to compromise or make arrangements with creditors and members |
392. | Power of Tribunal to enforce compromise and arrangement |
393. | Information as to compromises or arrangements with creditors and members |
394. | Provisions for facilitating reconstruction and amalgamation of companies |
394-A. | Notice to be given to Central Government for applications under sections 391 and 394 |
395. | Power and duty to acquire shares of shareholders dissenting from scheme or contract approved by majority |
396. | Power of Central Government to provide for amalgamation of companies in public interest |
396-A. | Preservation of books and papers of amalgamated company |
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| CHAPTER VI : PREVENTION OF OPPRESSION AND MISMANAGEMENT |
| A. Powers of Tribunal |
397. | Application to Tribunal for relief in cases of oppression |
398. | Application to Tribunal for relief in cases of mismanagement |
399. | Right to apply under sections 397 and 398 |
400. | Notice to be given to Central Government of applications under sections 397 and 398 |
401. | Right of Central Government to apply under sections 397 and 398 |
402. | Powers of Tribunal on application under section 397 or 398 |
403. | Interim order by Tribunal |
404. | Effect of alteration of memorandum or articles of company by order under section 397 or 398 |
405. | Addition of respondents to application under section 397 or 398 |
406. | Application of sections 539 to 544 to proceedings under sections 397 and 398 |
407. | Consequences of termination or modification of certain agreements |
| B. Powers of Central Government |
408. | Powers of Government to prevent oppression or mismanagement |
409. | Power of Tribunal to prevent change in Board of directors likely to affect company prejudicially |
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| CHAPTER VII : CONSTITUTION AND POWERS OF ADVISORY COMMITTEE |
410. | Appointment of Advisory Committee |
411. | [Repealed] |
412. | [Repealed] |
413. | [Repealed] |
414 | [Repealed] |
415. | [Repealed] |
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| CHAPTER VIII : MISCELLANEOUS PROVISIONS |
| Contracts where company is undisclosed principal |
416. | Contracts by agents of company in which company is undisclosed principal |
| Employees’ securities and provident funds |
417. | Employees' securities to be deposited in post office savings bank or Scheduled Bank |
418. | Provisions applicable to provident funds of employees |
419. | Right of employee to see bank's receipt for moneys or securities referred to in section 417 or 418 |
420. | Penalty for contravention of sections 417,418 and 419 |
| Receivers and managers |
421. | Filing of accounts of receivers |
422. | Invoices, etc., to refer to receiver where there is one |
423. | Penalty for non-compliance with sections 421 and 422 |
424. | Application of sections 421 to 423 to receivers and managers appointed by Tribunal and managers appointed in pursuance of an instrument |
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| PART VIA : REVIVAL AND REHABILITATION OF SICK INDUSTRIAL COMPANIES |
424-A. | Reference to Tribunal |
424-B. | Inquiry into working of sick industrial companies |
424-C. | Powers of Tribunal to make suitable order on completion of inquiry |
424-D. | Preparation and sanction of schemes |
424-E. | Rehabilitation by giving financial assistance |
424-F. | Arrangement for continuing operations, etc., during inquiry |
424-G. | Winding up of sick industrial company |
424-H. | Operating agency to prepare complete inventory, etc. |
424-I. | Direction not to dispose of assets |
424-J. | Power of Tribunal to call for periodic information |
424-K. | Misfeasance proceedings |
424-L. | Penalty for certain offences |
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| PART VII : WINDING UP |
| CHAPTER 1 : PRELIMINARY |
| Modes of winding up |
425. | Modes of winding up |
| Contributories |
426. | Liability as contributories of present and past members |
427. | Obligations of directors and managers whose liability is unlimited |
428. | Definition of "contributory" |
429. | Nature of liability of contributory |
430. | Contributories in case of death of member |
431. | Contributories in case of insolvency of member |
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| CHAPTER II : WINDING UP BY THE TRIBUNAL |
| Cases in which company may be wound up by the Tribunal |
432. | Contributories in case of winding up of a body corporate which is a member |
433. | Circumstances in which company may be wound up by Tribunal |
434. | Company when deemed unable to pay its debts |
435. | [Repealed] |
436. | [Repealed] |
437. | [Repealed] |
| Petition for winding up |
438. | [Repealed] |
439. | Provisions as to applications for winding up |
439-A. | Statement of affairs to be filed on winding up of a company |
| Commencement of winding up |
440. | Right to present winding up petition where company is being wound up voluntarily or subject to court's supervision |
| Levy by way of cess and formation of Rehabilitation and Revival Fund |
441. | Commencement of winding up by Tribunal |
441-A. | Levy and collection of cess on turnover or gross receipts of companies |
441-B. | Crediting proceeds of cess to Consolidated Fund of India |
441-C. | Rehabilitation Fund |
441-D. | Application of Fund |
441-E. | Power to call for information |
441-F. | Penalty for non-payment of cess |
441-G. | Refund of fund in certain cases |
| Powers of Tribunal |
442. | [Repealed] |
443. | Powers of Tribunal on hearing petition |
| Consequences of winding up order |
444. | Order for winding up to be communicated to Official Liquidator and Registrar |
445. | Copy of winding up order to be filed with Registrar |
446. | Suits stayed on winding up order |
446-A. | Responsibility of directors and officers to submit to Tribunal audited books and accounts |
447. | Effect of winding up order |
| Official Liquidators |
448. | Appointment of Official Liquidator |
449. | Official Liquidator to be liquidator |
450. | Appointment and powers of provisional liquidator |
451. | General Provisions as to liquidators |
452. | Style, etc., of liquidator |
453. | Receiver not to be appointed of assets with liquidator |
454. | Statement of affairs to be made to Official Liquidator |
455. | Report by Official Liquidator |
456. | Custody of company's property |
457. | Powers of liquidator |
458. | Discretion of liquidator |
458-A. | Exclusion of certain time in computing periods of limitation |
459. | Provision for legal assistance to liquidator |
460. | Exercise and control of liquidator's powers |
461. | Books to be kept by liquidator |
462. | Audit of liquidator's accounts |
463. | Control of Central Government over liquidators |
| Committee of inspection |
464. | Appointment and Composition of committee of inspection |
465. | Constitution and proceedings of committee of inspection |
| General powers of Tribunal in case of winding up by Court |
466. | Power of Tribunal to stay winding up |
467. | Settlement of list of contributories and application of assets |
468. | Delivery of property to liquidator |
469. | Payment of debts due by contributory and extent of set-off |
470. | Power of court to make calls |
471. | Payment into bank of moneys due to company |
472. | Moneys and securities paid into bank to be subject to order of court |
473. | Order on contributory to be conclusive evidence |
474. | Power to exclude creditors not proving in time |
475. | Adjustment of rights of contributories |
476. | Power to order costs |
477. | Power to summon persons suspected of having property of company, etc. |
478. | Power to order public examination of promoters, directors, etc. |
479. | Power to arrest absconding contributory |
480. | Saving of existing powers of Tribunal |
481. | Dissolution of company |
| Enforcement of and appeal from orders |
482. | Order made in any Court to be enforced by other Courts |
483. | Appeals from orders |
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| CHAPTER III: VOLUNTARY WINDING UP |
| Resolution for, and commencement of; voluntary winding up |
484. | Circumstances in which company may be wound up voluntarily |
485. | Publication of resolution to wind up voluntarily |
486. | Commencement of voluntary winding up |
| Consequences of voluntary winding up |
487. | Effect of voluntary winding up on status of company |
| Declaration of solvency |
488. | Declaration of solvency in case of proposal to wind up voluntarily |
| Provisions applicable to a members’ voluntary winding up |
489. | Provisions applicable to a members' voluntary winding up |
490. | Power of company to appoint and fix remuneration of liquidators |
491. | Board's powers to cease on appointment of liquidator |
492. | Power to fill vacancy in office of liquidator |
493. | Notice of appointment of liquidator to be given to Registrar |
494. | Power of liquidator to accept shares, etc., as consideration for sale of property of company |
495. | Duty of liquidator to call creditors' meeting in case of insolvency |
496. | Duty of liquidator to call general meeting at end of each year |
497. | Final meeting and dissolution |
498. | Alternative provisions as to annual and final meetings in case of insolvency |
| Provisions applicable to a creditors’ voluntary winding up |
499. | Provisions applicable to a creditors' voluntary winding up |
500. | Meeting of creditors |
501. | Notice of resolutions passed by creditors' meeting to be given to Registrar |
502. | Appointment of liquidator |
503. | Appointment of committee of inspection |
504. | Fixing of liquidators' remuneration |
505. | Board's powers to cease on appointment of liquidator |
506. | Power to fill vacancy in office of liquidator |
507. | Application of section 494 to a creditors' voluntary winding up |
508. | Duty of liquidator to call meetings of company and of creditors at end of each year |
509. | Final meeting and dissolution |
| Provisions applicable to every voluntary winding up |
510. | Provisions applicable to every voluntary winding up |
511. | Distribution of property of company |
511-A | Application of section 454 to voluntary winding up |
512. | Powers and duties of liquidator in voluntary winding up |
513. | Body corporate not to be appointed as liquidator |
514. | Corrupt inducement affecting appointment as liquidator |
515. | Power of Tribuinal to appoint and remove liquidator in voluntary winding up |
516. | Notice by liquidator of his appointment |
517. | Arrangement when binding on company and creditors |
518. | Power to apply to Tribunal to have questions determined or powers exercised |
519. | Application of liquidator to Tribunal for public examination of promoters, directors, etc. |
520. | Costs of voluntary winding up |
521. | [Repealed] |