Companies. [Ch. 31. No. 1.

authority on the liquidator or an authority in respect of any
particular arrangement, receive in compensation or part
compensation for the transfer or sale, shares, policies,
or other like interests in the transferee company, for
distribution among the members of the transferor company,
or may enter into any other arrangement whereby the
members of the transferor company may, in lieu of receiving
cash, shares, policies, or other like interests, or in addition
thereto, participate in the profits of or receive any other
benefit from the transferee company.

(2) Any sale or arrangement in pursuance of this

section shall be binding on the members of the transferor

company.

(3) If any member of the transferor company who
did not vote in favour of the special resolution expresses his
dissent therefrom, in writing addressed to the liquidator,
and left at the registered office of the company within seven
days after the passing of the resolution, he may require
the liquidator either to abstain from carrying the resolution
into effect, or to purchase his interest at a price to be
determined by agreement, or by arbitration under the
provisions of the Arbitration Ordinance

(4) If the liquidator elects to purchase the member’s
interest, the purchase money must be paid before the
company is dissolved, and be raised by the liquidator in
such manner as may be determined by special resolution.

(5) A special resolution shall not be invalid for the
purposes of this section by reason that it is passed before or
concurrently with a resolution for voluntary winding up or
for appointing liquidators, but, if an order is made within a
year for winding up the company by or subject to the super-
vision of the Court, the special resolution shall not be valid
unless sanctioned by the Court.

223. (1) In the event of the winding up continuing for
more than one year, the liquidator shall summon a general
meeting of the company at the end of the first year from the
commencement of the winding up, and of each succeeding
year, or as soon thereafter as may be convenient, and shall
lay before the meeting an account of his acts and dealings
and of the conduct of the winding up during the preceding
year.

30 (2)

467

Duty of
liquidator to
call general
meeting at
end of each
year.