87A (1) The insurance business of a provident society may be transferred to any person or transferred to or amalgamated with the insurance business of any other provident society in accordance with a scheme prepared under this section and sanctioned by the Authority.
(2) Any scheme prepared under this section shall set out the agreement under which the transfer or amalgamation is proposed to be effected, and shall contain such further provisions as may be necessary for giving effect to the scheme.
(3) Before an application is made to the Authority to sanction any such scheme, notice of the intention to make the application together with a statement of the nature of the amalgamation or transfer, as the case may be, and of the reason there for, shall at least two months before the application is made, be sent to the Authority and certified copies, four in number, of each of the following documents shall be furnished to him, and other such copies shall during the two months aforesaid be kept open for the inspection of the members and policy holders at the principal and branch offices of the provident societies concerned, namely:
a) a draft of the agreement or deed under which it is proposed to effect the amalgamation or transfer,
b) balance sheets in respect of the insurance business of each of the provident societies concerned in such amalgamation or transfer,
c) actuarial reports and abstracts in respect of the insurance business of each of the provident societies so concerned,
d) a report on the proposed amalgamation or transfer, prepared by an independent actuary,
e) any other reports on which the scheme of amalgamation or transfer was founded;
and the balance sheets, reports and abstracts referred to in Clauses (b), (c) and (d) shall all be prepared as at the date at which the amalgamation or transfer if sanctioned by the Authority is to take effect, which date shall not be more than twelve months before the date on which the application to the Authority is made under this section:
Provided that the Authority may exempt the provident society or societies concerned from furnishing to him and from keeping open for inspection any one or more of the above documents
(4) When any application such as is referred to in sub section (3) is made to the Authority, he may require, if for special reasons he so directs, notice of the application to be sent to every person resident in India who is the holder Of a policy of any provident society concerned and may cause a statement of the nature and terms of the amalgamation or transfer, as the case may be, to be published in such manner and for such periods as he may direct, and after hearing: the societies concerned, such policy holders as apply to be heard and such other persons as he may deem fit, may sanction the arrangement, if he is satisfied that no sufficient objection to the arrangement has been established and shall make such consequential orders as are necessary to give effect to the arrangement, including orders as to the disposal of any deposit made under Section 73:
Provided that:
a) no part of the deposit made by any party to the amalgamation or transfer shall be returned except where, after effect is given to the arrangement the whole of the deposit to be made by the provident society carrying on the amalgamated business or the person to whom the business is transferred is completed;
b) only so much shall be returned as is no longer required to complete the deposit last mentioned in C1ause (a);
c) while the deposit last mentioned in C1ause (a) remains uncompleted, no accession, resulting from the arrangement, to the amount already deposited by the provident society carrying on the amalgamated business or the person to whom the business is transferred shall be appropriated as payment or part payment of any instalment of deposit subsequently due from it or him under Section 73.
(5) A copy of the order under subsection (4) sanctioning or refusing to sanction the arrangement shall be sent to each of the societies concerned and to each of the policy holders who applied to be heard.
(6) If the scheme involves a reduction of the amount of the insurance and other contracts of the transfer or society or of any or all of the societies concerned in the amalgamation, the Authority may sanction the scheme, reducing the amount of such contracts upon such terms and subject to such conditions as he may think proper, and the reduction of the contracts as sanctioned by the Authority shall be valid and binding on all the parties concerned.
Winding up by Court and voluntary winding up
88. (1) The Court may order the winding up of a provident society being a company incorporated under the Indian Companies Act, 1913 (7 of 1913), or under the Indian Companies Act, 1882, (6 of 1882) or under the Indian Companies Act, 18 (10 of 1866), or under any Act repealed thereby and the provisions of the Indian Companies Act, 1913 (7of 1913) shall, subject to the provisions of this Part, apply accordingly.
(2) In addition to the grounds on which an order may be based, the Court may order the winding up of a provident society if the Authority, who is hereby authorised to do so, applies in this behalf to the Court on any of the following grounds, namely:
(a) that the registration of the society has been cancelled under sub¬section (4) of Section 70;
(b) that it appears from the returns furnished under the provisions of this Act or as the result of an inquiry made under Section 87 that the society, is insolvent;
(c) that the continuance of society is prejudicial to interests of the policy holders.
(3) A provident society being a company incorporated under the Indian Companies Act, 1913 (7 of 1913) or under the Indian Companies Act, 1882, (6 of 1882), or under the Indian Companies Act 1866 (10 of 1866) or under any Act repealed thereby may be wound up voluntarily in accordance with the provisions of the Indian Companies Act, 1913, but shall not be so wound up except for the purpose of effecting an amalgamation or re construction of the society or on the ground that by reason of its liabilities it cannot continue its business.
(4) A provident society not being a company incorporated under the Indian Companies Act, 1913 (7 of 1913) if or under the Indian Companies Act 1882 (6 of 1882), or under the Indian Companies Act, 1866 (10 of 1866) or under any Act repealed thereby may be wound up voluntarily under this Act if a resolution is passed by the proprietors that the society should be wound up voluntarily for the purposes or on the ground specified in sub section (3), and the Authority may, in any case where he has ordered the cancellation of the registration of a society under sub section (4) of Sec. 70, order the winding up of the society under this Act.
Reduction of insurance contracts
89. The Court may make an order reducing the amount of the insurance contracts of a provident society upon such terms and subject to such conditions as the Court thinks just¬-
(a) if the Authority as an alternative to canceling the registration of a society under sub section (4) of Section 70 applies to the Court in this behalf;
(b) if while a society is in liquidation the Court thinks fit;
(c) if when a society has been proved to be insolvent the Court thinks fit to do so in place of making an order for the winding up of the society; or
(d) if the Court is satisfied on an application made in this behalf by the society supported by the report of an actuary, and after giving the policy holders an opportunity to be heard that it is desirable to do so.
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