(1)[Notwithstanding anything contained in this Act, the Central Government may appoint such number of persons as the [Tribunal][may, by order in writing, specify as being necessary to effectively safeguard the interests of the company, or its shareholders or the public interests to hold office as Directors thereof for such period, not exceeding three years on any one occasion, as it may think fit, if the [Tribunal] [Substituted by Act 31 of 1988, Section 54, for sub-Sections (1) and (2) (w.e.f. 15.6.1988). ][on a reference made to it by the Central Government or on an application of not less than one hundred members of the company or of the members of the company holding not less than one-tenth of the total voting power therein, is satisfied, after such inquiry as it deems fit to make, that it is necessary to make the appointment or appointments in order to prevent the affairs of the company being conducted either in a manner which is oppressive to any members of the company or in a manner which is prejudicial to the interests of the company or to public interest:Provided that in lieu of passing an order as aforesaid, the [Tribunal] [Substituted by Act 31 of 1988, Section 54, for sub-Sections (1) and (2) (w.e.f. 15.6.1988). ][may, if the company has not availed itself of the option given to it under section 265, direct the company to amend its articles in the manner provided in that section and make fresh appointments of Directors in pursuance of the articles as so amended, within such time as may be specified in that behalf by the [Tribunal] [Substituted by Act 31 of 1988, Section 54, for sub-Sections (1) and (2) (w.e.f. 15.6.1988). ].
