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Powers of the Company Law Board on Application under Sections 397 or 398

Powers of the Company Law Board on Application under Sections 397 or 398 :

Without prejudice to the generality of the powers of making any order as it thinks fit under section 397 or 398 the C.L.B. has, in particular under section 402, the following powers:

(a) to regulate by order the conduct of the company‟s affairs in the future;

(b) to order the purchase of shares or interest of any member or members of the company by the other members thereof or by the company;

(c) in the case of a purchase of shares by the company as aforesaid, to order the consequent reduction of its share capital;

(d) to terminate, set aside or modify any agreement, howsoever, arrived at, between the company on the one hand and any of the following persons on the other, namely: (i) the managing director; (ii) any other director; (iii) the manager upon such terms and conditions as may, in the opinion of the Company Law Board be just and equitable in all the circumstances of the case;

(e) to terminate, set aside or modify any arrangement between the company and any person not referred to above, after giving due notice to, and obtaining the consent of the party concerned;

(f) to set aside any transfer, delivery of goods, payment, execution of other act, relating to property made or done by or against the company within 3 months before the date of the application under section 397 or 398 which would in the case of an individual be deemed in his insolvency to be fraudulent preference; and

(g) to deal with any other matter for which, in the opinion of the C.L.B., it is just andequitable that provision should be made.

The C.L.B. may make an interim order for regulating the conduct of the company‟s affairs, pending the passing by it of a final order under section 397 or 398 (section 403).

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