(2)No payment shall be made under sub-section (1) in the following cases, namely:—(a)where the director resigns from his office as a result of the reconstruction of the company, or of its amalgamation with any other body corporate or bodies corporate, and is appointed as the managing or whole-time director, manager or other officer of the reconstructed company or of the body corporate resulting from the amalgamation;(b)where the director resigns from his office otherwise than on the reconstruction of the company or its amalgamation as aforesaid;(c)where the office of the director is vacated under sub-section (1) of section 167;(d)where the company is being wound up, whether by an order of the Tribunal or voluntarily, provided the winding up was due to the negligence or default of the director;(e)where the director has been guilty of fraud or breach of trust in relation to, or of gross negligence in or gross mismanagement of, the conduct of the affairs of the company or any subsidiary company or holding company thereof; and(f)where the director has instigated, or has taken part directly or indirectly in bringing about, the termination of his office.
