264 Powers of Court

(1) If the Court is satisfied that an application under section 262 or 263 is
well founded, it may make such order as it thinks fit for giving relief in
respect of the matters complained of.

(2) Without prejudice to the generality of subsection (1), the Court‘s order
may —

(a) regulate the conduct of the company‘s affairs in the future;

(b) direct the company or director to comply with, or restrain the
company or director from engaging in conduct that contravenes,
this Act or the company‘s memorandum or articles;

(c) otherwise require the company to refrain from doing or
continuing an act complained of by the applicant or to do an act
which the applicant has complained it has omitted to do;

(d) in respect of a shareholder of the company, require the company
or any other person to acquire the shareholder‘s shares;

(e) amend or require the amendment of the memorandum or articles
of the company;

(f) require the company or any other person to pay compensation to
the member;

(g) directing the rectification of the records of the company;

(h) set aside any decision made or action taken by the company or
its directors in breach of this Act or the memorandum or articles
of the company;


(i) authorise civil proceedings to be brought in the name and on
behalf of the company by a member or such other person or
persons and on such terms as the Court may direct;

(j) authorise a member or such other person or persons to intervene
in proceedings to which the company is a party for the purpose
of continuing, defending or discontinuing the proceedings on
behalf of the company; and

(k) provide for the purchase of the rights of any members of the
company by other members or by the company itself and, in the
case of a purchase by the company itself, the reduction of the
company‘s capital accounts accordingly.

(3) No order may be made against the company or any other person under
this section unless the company or that person is a party to the
proceedings in which the application is made.

(4) If an order under this section requires the company not to make any, or
any specified, alterations in the memorandum or articles, the company
shall not then without leave of the Court make such alterations in breach
of that requirement.

(5) An alteration in the company‘s memorandum or articles made by virtue
of an order under this section is of the same effect as if duly made by
resolution of the company, and the provisions of this Act apply to the
memorandum or articles as so altered accordingly.

(6) A copy of an order of the Court under this section altering, or giving leave
to alter, a company‘s memorandum or articles shall, within 14 days from
the making of the order or such longer period as the Court may allow, be
delivered by the company to the Registrar for registration.

(7) If a company fails to comply with subsection (6), the company commits
an offence and is liable on conviction to a fine not exceeding US$10,000.