Section 213 — Investigation into company’s affairs in other cases

The Tribunal may,—
(a) on an application made by—
(i) not less than one hundred members or members holding not less than one-tenth of the total
voting power, in the case of a company having a share capital; or
(ii) not less than one-fifth of the persons on the company’s register of members, in the case of
a company having no share capital,
and supported by such evidence as may be necessary for the purpose of showing that the applicants have
good reasons for seeking an order for conducting an investigation into the affairs of the company; or
(b) on an application made to it by any other person or otherwise, if it is satisfied that there are
circumstances suggesting that—
(i) the business of the company is being conducted with intent to defraud its creditors, members or
any other person or otherwise for a fraudulent or unlawful purpose, or in a manner oppressive to any
of its members or that the company was formed for any fraudulent or unlawful purpose;
(ii) persons concerned in the formation of the company or the management of its affairs have in
connection therewith been guilty of fraud, misfeasance or other misconduct towards the company or
towards any of its members; or

1. Ins. by Act 22 of 2019, s. 31 (w.e.f. 15-8-2019).

(iii) the members of the company have not been given all the information with respect to its affairs
which they might reasonably expect, including information relating to the calculation of the
commission payable to a managing or other director, or the manager, of the company,
order, after giving a reasonable opportunity of being heard to the parties concerned, that the affairs of the
company ought to be investigated by an inspector or inspectors appointed by the Central Government and
where such an order is passed, the Central Government shall appoint one or more competent persons as
inspectors to investigate into the affairs of the company in respect of such matters and to report thereupon
to it in such manner as the Central Government may direct:
Provided that if after investigation it is proved that—
(i) the business of the company is being conducted with intent to defraud its creditors, members or
any other persons or otherwise for a fraudulent or unlawful purpose, or that the company was formed
for any fraudulent or unlawful purpose; or
(ii) any person concerned in the formation of the company or the management of its affairs have in