343. Company Liquidator to exercise certain powers subject to sanction
(1) The Company Liquidator may—
(a) with the sanction of the Tribunal, when the company is being wound up by
the Tribunal; and
(b) with the sanction of a special resolution of the company and prior approval
of the Tribunal, in the case of a voluntary winding up,—
(i) pay any class of creditors in full;
(ii) make any compromise or arrangement with creditors or persons claiming
to be creditors, or having or alleging themselves to have any claim, present or
future, certain or contingent, against the company, or whereby the company
may be rendered liable; or
(iii) compromise any call or liability to call, debt, and liability capable of
resulting in a debt, and any claim, present or future, certain or contingent,
ascertained or sounding only in damages, subsisting or alleged to subsist
between the company and a contributory or alleged contributory or other debtor
or person apprehending liability to the company, and all questions in any way
relating to or affecting the assets or liabilities or the winding up of the company,
on such terms as may be agreed, and take any security for the discharge of any
such call, debt, liability or claim, and give a complete discharge in respect thereof.
(2) Notwithstanding anything contained in sub-section (1), in the case of a winding up
by the Tribunal, the Central Government may make rules to provide that the Company
Liquidator may, under such circumstances, if any, and subject to such conditions, restrictions
and limitations, if any, as may be prescribed, exercise any of the powers referred to in subclause
(ii) or sub-clause (iii) of clause (b) of sub-section (1) without the sanction of the
Tribunal.
(3) Any creditor or contributory may apply in the manner prescribed to the Tribunal
with respect to any exercise or proposed exercise of powers by the Company Liquidator
under this section, and the Tribunal shall after giving a reasonable opportunity to such
applicant and the Company Liquidator, pass such orders as it may think fit.