Section 237 — Power of Central Government to provide for amalgamation of companies in public

interest.—(1) Where the Central Government is satisfied that it is essential in the public interes t that two
or more companies should amalgamate, the Central Government may, by order notified in the Official
Gazette, provide for the amalgamation of those companies into a single company with such constitution,
with such property, powers, rights, interests, authorities and privileges, and with such liabilities, duties and
obligations, as may be specified in the order.
(2) The order under sub-section (1) may also provide for the continuation by or against the transferee
company of any legal proceedings pending by or against any transferor company and such consequential,
incidental and supplemental provisions as may, in the opinion of the Central Government, be necessary to
give effect to the amalgamation.
(3) Every member or creditor, including a debenture holder, of each of the transferor companies before
the amalgamation shall have, as nearly as may be, the same interest in or rights against the transferee
company as he had in the company of which he was originally a member or creditor, and in case the interest
or rights of such member or creditor in or against the transferee company are less than his interest in or
rights against the original company, he shall be entitled to compensation to that extent, which shall be
assessed by such authority as may be prescribed and every such assessment shall be published in the Official
Gazette, and the compensation so assessed shall be paid to the member or creditor concerned by the
transferee company.
(4) Any person aggrieved by any assessment of compensation made by the prescribed authority under
sub-section (3) may, within a period of thirty days from the date of publication of such assessment in the
Official Gazette, prefer an appeal to the Tribunal and thereupon the assessment of the compensation shall
be made by the Tribunal.
(5) No order shall be made under this section unless—
(a) a copy of the proposed order has been sent in draft to each of the companies concerned;
(b) the time for preferring an appeal under sub -section (4) has expired, or where any such appea l
has been preferred, the appeal has been finally disposed off; and
(c) the Central Government has considered, and made such modifications, if any, in the draft order
as it may deem fit in the light of suggestions and objections which may be received by it from any such
company within such period as the Central Government may fix in that behalf, not being less than two
months from the date on which the copy aforesaid is received by that company, or from any class of
shareholders therein, or from any creditors or any class of creditors thereof.
(6) The copies of every order made under this section shall, as soon as may be after it has been made,