398. Application to [Tribunal] for relief in cases of mismanagement
(1)Any members of a company who complain-(a)that the affairs of the company [are being conducted in a manner prejudicial to public interest or] [ Substituted by Act 53 of 1963, Section 11, for " are being conducted" (w.e.f. 1.1.1964).] in a manner prejudicial to the interests of the company; or(b)that a material change (not being a change brought about by, or in the interests of, any creditors (including debenture holders, or any class of shareholders, of the company has taken place in the management or control of the company, whether by an alteration in its Board of Directors, [* * *] [ The words " or of its managing agent or secretaries and treasurers" omitted by Act 53 of 2000, Section 178 (w.e.f. 13.12.2000).] [or manager] [ Inserted by Act 65 of 1960, Section 153 (w.e.f. 28.12.1960).], [* * *] [ Certain words omitted by Act 53 of 2000, Section 178 (w.e.f. 13.12.2000).] or in the ownership of the company's shares, or if it has no share capital, in its membership, or in any other manner whatsoever, and that by reason of such change, it is likely that the affairs of the company [will be conducted in a manner prejudicial to public interest or] [ Substituted by Act 53 of 1963, Section 11, for " will be conducted" (w.e.f. 1.1.1964).] in a manner prejudicial to the interests of the company, 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 that the affairs of the company are being conducted as aforesaid or that by reason of any material change as aforesaid in the management or control of the company, it is likely that the affairs of the company will be conducted as aforesaid, the [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .] may, with a view to bringing to an end or preventing the matters complained of or apprehended, make such order as it thinks fit.
