COMPANIES ACT, 1929 
(d) the dissolution, without winding up, of any transferor 
company; 
the provision to be made for any persons, who within such 
time and in such manner as the court direct, dissent from 
the compromise or arrangement; 
such incidental, consequential and supplemental matters as 
are necessary to secure that the reconstruction or amalgama- 
tion shall be fully and effectively carried out. 
(2) Where an order under this section provides for the transfer 
of property or liabilities, that property shall, by virtue of the order, 
be transferred to and vest in, and those liabilities shall, by virtue of 
the order, be transferred to and become the liabilities of, the trans- 
feree company, and in the case of any property, if the order so directs, 
freed from any charge which is by virtue of the compromise or 
arrangement to cease to have effect. 
(3) Where an order is made under this section, every company in 
relation to which the order is made shall cause an office copy thereof 
to be delivered to the registrar of companies for registration within 
seven days after the making of the order, and if default is made in 
complying with this subsection, the company and every officer of the 
company who is in default shall be liable to a default fine. 
(4) In this section the expression ‘‘ property’ includes property, 
rights and powers of every description, and the expression “liabilities” 
includes duties. 
(3) Notwithstanding the provisions of subsection (5) of the 
last foregoing section, the expression ‘company’ in this section does 
not include any company other than a company within the meaning 
of this Act. 
(A 
155.—(1) Where a scheme or contract involving the transfer of 
shares or any class of shares in a company (in this section referred to 
as ‘‘the transferor company’) to another company, whether a 
company within the meaning of this Act or not (in this section 
referred to as ‘‘the transferee company”), has within four months 
after the making of the offer in that behalf by the transferee com- 
pany been approved by the holders of not less than nine-tenths in 
value of the shares affected, the transferee company may, at any 
time within two months after the expiration of the said four months, 
give notice in the prescribed manner to any dissenting shareholder 
that it desires to acquire his shares, and where such a notice is given 
the transferee company shall, unless on an application made by the 
dissenting shareholder within one month from the date on which 
the notice was given the court thinks fit to order otherwise, be 
entitled and bound to acquire those shares on the terms on which 
under the scheme or contract the shares of the approving share- 
holders are to be transferred to the transferee company: 
Provided that, where any such scheme or contract has been so 
approved at any time before the commencement of this Act, the 
court may by order, on an application made to it by the transferee 
company within two months after the commencement of this Act, 
Power to 
acquire shares of 
shareholders 
dissenting from 
scheme or con- 
tract approved 
by majority.