Alterations in restrictive provisions and winding up
4. So long as a notification issued under section 3 is in force in respect of any company, notwithstanding anything to the contrary in any other Act-
(1) no alteration of the articles of association of the company affecting either directly or indirectly any restrictive provision shall be of any effect until it has received the consent in writing of the Government;
(2) a resolution for the voluntary winding up of the company shall be of no effect unless the Government authorities or ratifies it by a written consent;
(3) any Court which has jurisdiction to wind up the company may in its discretion refuse to make a winding up order. In the exercise of its discretion, the Court shall be guided by the consideration whether the winding up is bona fide with a view to the discontinuance of the undertaking or is with a view to continuing the undertaking freed either wholly or in part from any restrictive provision;
(4) the Government in giving consent, or the Court in making a winding up order, as the case may be, may impose such terms or conditions for giving effect to the purposes of this Act as it thinks fit.
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Ministry of Law, Justice and Parliamentary Affairs