Tenth Schedule

[Subsection 450(4)]

COMMITTEE OF INSPECTION

Appointment of committee of inspection in winding up by Court

1. The liquidator may, and shall if requested by any creditor or contributory, summon separate meetings of the creditors and contributories for the purpose of determining whether or not the creditors or contributories require the appointment of a committee of inspection to act with the liquidator, and if so elect members of the committee.

2. The liquidator may, and shall if requested by any creditor or contributory, summon separate meetings of the creditors and contributories for the purpose of determining whether or not the creditors or contributories require the appointment of a committee of inspection to act with the liquidator, and if so elect members of the committee.

Appointment of committee of inspection in voluntary winding up

3. The creditors at the meeting summoned under section 447 or 449 or at any subsequent meeting may, if the creditors think fit, appoint a committee of inspection consisting of not more than five persons, whether creditors or not and if such a committee is appointed the company may, either at the meeting at which the resolution for voluntary winding up is passed or at any time subsequently after the resolution for winding up is passed in a general meeting, appoint not more than five persons as the company thinks fit to act as members of the committee.

4. Notwithstanding paragraph 3, the creditors may, if the creditors think fit, resolve that all or any of the persons appointed by the company ought not to be a member of the committee of inspection and if the creditors resolve as such the person mentioned in the resolution shall not, unless the Court otherwise directs, act as member of the committee, and on any application to the Court under this paragraph the Court may, if the Court thinks fit, appoint other persons to act as a member in place of the person mentioned in the resolution.

Constitution

5. The committee of inspection shall consist of creditors or contributories of the company or persons holding—

(a) general powers of attorney from creditors or contributories; or

(b) special authority from creditors or contributories, to act on such a committee,

appointed in a meeting of creditors and contributories in such proportions as are agreed or in case of difference as are determined by the Court.

Proceedings

6. The committee shall meet at such times and places as the committee from time to time appoint, and the liquidator or any member of the committee may also call a meeting of the committee as the liquidator or the member thinks necessary.

7. The committee may act by a majority of the members present at a meeting, but shall not act unless a majority of the committee is present.

Resignation and removal of member

8. A member of the committee may resign by notice in writing signed by him and delivered to the liquidator.

9. A member of the committee may be removed by an ordinary resolution at a meeting of creditors, if he represents creditors, or of contributories, if he represents contributories, of which meeting seven days’ notice has been given stating the object of the meeting.

Vacation of office

1. If a member of the committee becomes bankrupt or assigns his estate for the benefit of his creditors or makes an arrangement with his creditors under any written law relating to bankruptcy or is absent from five consecutive meetings of the committee without the leave of those members who together with himself represent the creditors or contributories, as the case may be, his office shall become vacant.

Vacancy

11. A vacancy in the committee shall be filled through an appointment by the committee of the same or another creditor or contributory or person holding a general power or special authority as specified in paragraph 5.

12. The liquidator, may at any time of his own motion and shall, within seven days from a request in writing of a creditor or contributory, summon a meeting of creditors or of contributories, as the case may be, to consider any appointment made under paragraph 11 and the meeting may confirm or revoke the appointment and appoint another creditor or contributory or person holding a general power or special authority as specified in paragraph 5, as the case may be, in his stead.

13. Notwithstanding any vacancy in the committee, the continuing members may act if there are at least two continuing members.