548

SECRETARIAL PRACTICE
authorise notice to be given under this section at any time within
fourteen days after the making of the order, and this section shall
apply accordingly, except that the terms on which the shares of the
dissenting shareholder are to be acquired shall be such terms as the
court may by the order direct instead of the terms provided by the
scheme or contract.

(2) Where a notice has been given by the transferee company
under this section and the court has not, on an application made by
the dissenting shareholder, ordered to the contrary, the transferee
company shall, on the expiration of one month from the date on
which the notice has been given, or, if an application to the court
by the dissenting shareholder is then pending, after that application
has been disposed of, transmit a copy of the notice to the transferor
company and pay or transfer to the transferor company the amount
or other consideration representing the price payable by the trans-
feree company for the shares which by virtue of this section that
company is entitled to acquire, and the transferor company shall
thereupon register the transferee company as the holder of those
shares.
(3) Any sums received by the transferor company under this
section shall be paid into a separate bank account, and any such
sums and any other consideration so received shall be held by that
company on trust for the several persons entitled to the shares in
respect of which the said sums or other consideration were respec-
tively received.

(4) In this section the expression ‘dissenting shareholder”
includes a shareholder who has not assented to the scheme or con-
tract and any shareholder who has failed or refused to transfer his
shares to the transferee company in accordance with the scheme or
contract.

Part V.
Winbping Up.
(i) PRELIMINARY.
Modes of Winding Up.
Modes of 156.—(1) The winding up of a company may be either—
Winding vp. (a) by the court; or
(6) voluntary; or
(c) subject to the supervision of the court.
(2) The provisions of this Act with respect to winding up apply,
unless the contrary appears, to the winding up of a company in any
of those modes.
Contvibutories.
Liability as 157.—(1) In the event of a company being wound up, every
ny present and past member shall be liable to contribute to the assets
members. of the company to an amount sufficient for payment of its debts and