397. Application to [Tribunal] for relief in cases of oppression
(1)Any member of a company who complain that the affairs of the company [are being conducted in a manner prejudicial to public interest or] [ Substituted by Act 53 of 1963, Section 10, for " are being conducted" (w.e.f. 1.1.1964).] in a manner oppressive to any member or members (including any one or more of themselves) may apply to the [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .] for an order under this section, provided such members have a right so to apply in virtue of section 399.(2)If, on any application under sub-section (1) the [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .] is of opinion-(a)that the company's affairs [are being conducted in a manner prejudicial to public interest or] [ Substituted by Act 53 of 1963, Section 10, for " are being conducted" (w.e.f. 1.1.1964).] in a manner oppressive to any member or members; and(b)that to wind up the company would unfairly prejudice such member or members, but that otherwise the facts would justify the making of a winding-up order on the ground that it was just and equitable that the company should be wound up, the [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .] may, with a view to bringing to an end the matters complained of, make such order as it thinks fit.
