law: Companies Act, 2013 
  242.
  
    Powers
  
  of Tribunal.
  1.      If, on any
  
  application made under section 241, the Tribunal is of the opinion—
  a.     
  
    that
  
  the company’s affairs have been or are being conducted in a manner prejudicial
  
  or oppressive to any member or members or prejudicial to public interest or in
  
  a manner prejudicial to the interests of the company; and
  b.    
  
    that
  
  to wind up the company would unfairly prejudice such member or members, but
  
  that otherwise the facts would justify the making of a winding-up order on the
  
  ground that it was just and equitable that the company should be wound up, the
  
  Tribunal may, with a view to bringing to an end the matters complained of, make
  
  such order as it thinks fit.
  1.     
  2.      Without prejudice to
  
  the generality of the powers under sub-section (1 ), an order under that
  
  sub-section may provide for—
  a.     
  
    the
  
  regulation of conduct of affairs of the company in future;
  b.    
  
    the
  
  purchase of shares or interests of any members of the company by other members
  
  thereof or by the company;
  c.     
  
    in
  
  the case of a purchase of its shares by the company as aforesaid, the
  
  consequent reduction of its share capital;
  d.    
  
    restrictions
  
  on the transfer or allotment of the shares of the company;
  e.     
  
    the
  
  termination, setting aside or modification, of any agreement, howsoever arrived
  
  at, between the company and the managing director, any other director or
  
  manager, upon such terms and conditions as may, in the opinion of the Tribunal,
  
  be just and equitable in the circumstances of the case;
  f.     
  
    the
  
  termination, setting aside or modification of any agreement between the company
  
  and any person other than those referred to in clause (e ):
  Provided
  
  that no such agreement shall be terminated, set aside or modified except after
  
  due notice and after obtaining the consent of the party concerned;
  a.    
  
  
  b.    
  
  
  c.    
  
  
  d.    
  
  
  e.    
  
  
  f.    
  
  
  g.    
  
    the
  
  setting aside of any transfer, delivery of goods, payment, execution or other
  
  act relating to property made or done by or against the company within three
  
  months before the date of the application under this section, which would, if
  
  made or done by or against an individual, be deemed in his insolvency to be a
  
  fraudulent preference;
  h.     
  
    removal
  
  of the managing director, manager or any of the directors of the company;
  i.      
  
    recovery
  
  of undue gains made by any managing director, manager or director during the
  
  period of his appointment as such and the manner of utilisation of the recovery
  
  including transfer to Investor Education and Protection Fund or repayment to
  
  identifiable victims;
  j.      
  
    the
  
  manner in which the managing director or manager of the company may be
  
  appointed subsequent to an order removing the existing managing director or
  
  manager of the company made under clause (h );
  k.     
  
    appointment
  
  of such number of persons as directors, who may be required by the Tribunal to
  
  report to the Tribunal on such matters as the Tribunal may direct;
  l.      
  
    imposition
  
  of costs as may be deemed fit by the Tribunal;
  m.   
  
    any
  
  other matter for which, in the opinion of the Tribunal, it is just and
  
  equitable that provision should be made.
  1.     
  2.     
  3.      A certified copy of
  
  the order of the Tribunal under sub-section (1 ) shall be filed by the
  
  company with the Registrar within thirty days of the order of the Tribunal.
  4.      The Tribunal may, on
  
  the application of any party to the proceeding, make any interim order which it
  
  thinks fit for regulating the conduct of the company’s affairs upon such terms
  
  and conditions as appear to it to be just and equitable.
  5.      Where an order of the
  
  Tribunal under sub-section (1 ) makes any alteration in the memorandum or
  
  articles of a company, then, notwithstanding any other provision of this Act,
  
  the company shall not have power, except to the extent, if any, permitted in
  
  the order, to make, without the leave of the Tribunal, any alteration
  
  whatsoever which is inconsistent with the order, either in the memorandum or in
  
  the articles.
  6.      Subject to the
  
  provisions of sub-section (1 ), the alterations made by the order in the
  
  memorandum or articles of a company shall, in all respects, have the same
  
  effect as if they had been duly made by the company in accordance with the
  
  provisions of this Act and the said provisions shall apply accordingly to the
  
  memorandum or articles so altered.
  7.      A certified copy of
  
  every order altering, or giving leave to alter, a company’s memorandum or
  
  articles, shall within thirty days after the making thereof, be filed by the
  
  company with the Registrar who shall register the same.
  8.      If a company
  
  contravenes the provisions of sub-section (5 ), the company shall be
  
  punishable with fine which shall not be less than one lakh rupees but which may
  
  extend to twenty-five lakh rupees and every officer of the company who is in
  
  default shall be punishable with imprisonment for a term which may extend to
  
  six months or with fine which shall not be less than twenty-five thousand
  
  rupees but which may extend to one lakh rupees, or with both.