409. Power of [Tribunal] to prevent change in Board of Directors likely to affect company prejudicially
(1)Where a complaint is made to the [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .] by the Managing Director or any other Director, [[* * *] [ Substituted by Act 65 of 1960, Section 156, for " or the secretaries and treasurers" (w.e.f. 28.12.1960) ] or the manager], of a company that as a result of a change which has taken place or is likely to take place in the ownership of any shares held in the company, a change in the Board of Directors is likely to take place which (if allowed) would affect prejudicially the affairs of the company, the [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .] may, if satisfied, after such inquiry as it thinks fit to make that it is just and proper so to do, by order, direct that [no resolution passed or that may be passed or no action taken or that may be taken] [ Substituted by Act 65 of 1960, Section 156, for " no resolution passed or action taken" (w.e.f. 28.12.1960).] to effect a change in the Board of Directors after the date of the complaint shall have effect unless confirmed by the [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .]; and any such order shall have effect notwithstanding anything to the contrary contained in any other provision of this Act or in the memorandum or articles of the company, or in any agreement with, or any resolution passed in general meeting by, or by the Board of Directors of, the company.(2)The [Tribunal] [ Substituted by Act 11 of 2003, Section 44, for " Company Law Board" .] shall have power when any such complaint is received by it, to make an interim order to the effect set out in sub-section (1), before making or completing the inquiry aforesaid.(3)Nothing contained in sub-sections (1) and (2) shall apply to a private company, unless it is a subsidiary of a public company.
