| SECTIONS |
Section
378-521 : COMPANIES ACT, 1956 |
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CHAPTER IV |
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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[Repealed] |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[Repealed] |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[Repealed] |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[Repealed] |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[Repealed] |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 |
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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[Repealed] |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 |
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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 |
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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 |
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Contracts where company is undisclosed
principal |
| 416. |
Contracts
by agents of company in which company is undisclosed principal |
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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 |
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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 |
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CHAPTER 1 : PRELIMINARY |
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Modes of winding up |
| 425. |
Modes
of winding up |
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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 |
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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] |
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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 |
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Commencement of winding up |
| 440. |
Right
to present winding up petition where company is being
wound up voluntarily or subject to court's supervision |
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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 |
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Powers of Tribunal |
| 442. |
[Repealed] |
| 443. |
Powers
of Tribunal on hearing petition |
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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 |
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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 |
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Committee of inspection |
| 464. |
Appointment
and Composition of committee of inspection |
| 465. |
Constitution
and proceedings of committee of inspection |
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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 |
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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 |
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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 |
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Consequences of voluntary winding up |
| 487. |
Effect
of voluntary winding up on status of company |
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Declaration of solvency |
| 488. |
Declaration
of solvency in case of proposal to wind up voluntarily |
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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 |
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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 |
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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] |
