law: Companies Act, 2013 
  319.
  
    Power
  
  of Company Liquidator to accept shares, etc., as consideration for sale of
  
  property of company.
  1.      Where a company (the
  
  transferor company) is proposed to be, or is in the course of being, wound up
  
  voluntarily and the whole or any part of its business or property is proposed
  
  to be transferred or sold to another company (the transferee company), the
  
  Company Liquidator of the transferor company may, with the sanction of a
  
  special resolution of the company conferring on him either a general authority
  
  or an authority in respect of any particular arrangement,—
  a.     
  
    receive,
  
  by way of compensation wholly or in part for the transfer or sale of shares,
  
  policies, or other like interest in the transferee company, for distribution
  
  among the members of the transferor company; or
  b.    
  
    enter
  
  into any other arrangement whereby the members of the transferor company may,
  
  in lieu of receiving cash, shares, policies or other like interest or in
  
  addition thereto, participate in the profits of, or receive any other benefit
  
  from, the transferee company:
  Provided
  
  that no such arrangement shall be entered into without the consent of the
  
  secured creditors.
  1.     
  2.      Any transfer, sale or
  
  other arrangement in pursuance of this section shall be binding on the members
  
  of the transferor company.
  3.      Any member of the
  
  transferor company who did not vote in favour of the special resolution and
  
  expresses his dissent therefrom in writing addressed to the Company Liquidator,
  
  and left at the registered office of the company within seven days after the
  
  passing of the resolution, may require the liquidator either—
  a.     
  
    to
  
  abstain from carrying the resolution into effect; or
  b.    
  
    to
  
  purchase his interest at a price to be determined by agreement or the
  
  registered valuer.
  1.     
  2.     
  3.     
  4.      If the Company
  
  Liquidator elects to purchase the member’s interest, the purchase money, raised
  
  by him in such manner as may be determined by a special resolution, shall be
  
  paid before the company is dissolved.