25. Act to have overriding effect.—The provisions of this Act shall have effect notwithstanding
anything inconsistent therewith in any other law for the time being in force or in any instrument having
effect by virtue of any law, other than this Act, or in any decree or order of any court, tribunal or other
authority.
26. Contracts to cease to have effect unless ratified by Central Government or Government
company.—Every contract entered into by the Company in relation to any of its undertakings, which has
vested in the Central Government under section 3, for any service, sale or supply, and in force
immediately before the appointed day, shall, on and from the expiry of a period of thirty days from the
date on which this Act receives the assent of the President, cease to have effect unless such contract is,
before the expiry of that period, ratified in writing, by the Central Government or the Government
company in which such undertaking has been vested under this Act and in ratifying such contract, the
Central Government or the Government company may make such alterations or modifications therein as it
may think fit:
Provided that the Central Government or the Government company shall not omit to ratify a contract
and shall not make any alteration or modification in a contract—
(a) unless it is satisfied that such contract is unduly onerous or has been entered into in bad faith
or is detrimental to the interests of the Central Government or the Government company; and
(b) except after giving the parties to the contract a reasonable opportunity of being heard and
except after recording in writing its reasons for refusal to ratify the contract or for making any
alteration or modification therein.
27. Penalties.—Any person who,—
(a) having in his possession, custody or control any property forming part of the undertakings of
the Company, wrongfully withholds such property from the Central Government or the Government
company; or
(b) wrongfully obtains possession of, or retains, any property forming part of the undertakings of
the Company; or
(c) wilfully withholds or fails to furnish to the Central Government or the Government company
or any person or body of persons specified by that Government or Government company, any
document relating to such undertakings, which may be in his possession, custody or control; or
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(d) fails to deliver to the Central Government or the Government company or any person or body
of persons specified by that Government or Government company, any assets, books of account,
registers or other documents in his possession, custody or control, relating to the undertakings of the
Company; or
(e) wrongfully removes or destroys any property forming part of the undertakings of the
Company or prefers any claim under this Act which he knows or has reasonable cause to believe to be
false or grossly inaccurate,
shall be punishable with imprisonment for a term which may extend to two years, or with fine which may
extend to ten thousand rupees, or with both.
28. Offences by companies.—(1) Where an offence under this Act has been committed by a
company, every person who, at the time the offence was committed was in charge of, and was responsible
to, the company for the conduct of the business of the company, as well as the company, shall be deemed
to be guilty of the offence and shall be liable to be proceeded against and punished accordingly:
Provided that nothing contained in this sub-section shall render any such person liable to any
punishment, if he proves that the offence was committed without his knowledge or that he had exercised
all due diligence to prevent the commission of such offence.
(2) Notwithstanding anything contained in sub-section (1), where any offence under this Act has been
committed by a company and it is proved that the offence has been committed with the consent or
connivance of, or is attributable to any neglect on the part of, any director, manager, secretary or other
officer of the company, such director, manager, secretary or other officer shall be deemed to be guilty of
that offence and shall be liable to be proceeded against and punished accordingly.
Explanation.—For the purposes of this section,—
(a) “company” means any body corporate and includes a firm or other association of individuals;
and
(b) “director”, in relation to a firm, means a partner in the firm.
29. Protection of action taken in good faith.—(1) No suit, prosecution or other legal proceeding
shall lie against the Central Government or any officer or other employee of that Government or the
Custodian or the Government company or other person authorised by that Government, Custodian or
Government company for anything which is in good faith done or intended to be done under this Act.
(2) No suit or other legal proceeding shall lie against the Central Government or any officer or other
employee of that Government or the Custodian or the Government company or other person authorised by
that Government, Custodian or Government company for any damage caused or likely to be caused by
anything which is in good faith done or intended to be done under this Act.
30. Delegation of powers.—(1) The Central Government may, by notification, direct that all or any
of the powers exercisable by it under this Act, other than the powers conferred by this section and
sections 31 and 32, may also be exercised by such person or persons as may be specified in the
notification.
(2) Whenever any delegation of power is made under sub-section (1), the person to whom such power
has been delegated shall act under the direction, control and supervision of the Central Government.
31. Power to make rules.—(1) The Central Government may, by notification, make rules for
carrying out the provisions of this Act.
(2) In particular, and without prejudice to the generality of the foregoing power, such rules may
provide for all or any of the following matters, namely:—
(a) the time within which, and the manner in which, an intimation referred to in sub-section (3) of
section 4 shall be given;
(b) the form and manner in which, and the conditions under which, the Custodian or Custodians
shall maintain the accounts as required by section 12;
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(c) the manner in which the moneys in any provident fund or other fund referred to in section 14
shall be dealt with;
(d) any other matter which is required to be, or may be, prescribed.
(3) Every rule made by the Central Government under this Act shall be laid, as soon as may be after it
is made, before each House of Parliament, while it is in session, for a total period of thirty days which
may be comprised in one session or in two or more successive sessions, and if, before the expiry of the
session immediately following the session or the successive sessions aforesaid, both Houses agree in
making any modification in the rule or both Houses agree that the rule should not be made, the rule shall
thereafter have effect only in such modified form or be of no effect, as the case may be; so, however, that
any such modification or annulment shall be without prejudice to the validity of anything previously done
under that rule.
32. Power to remove difficulties.—If any difficulty arises in giving effect to the provisions of this
Act, the Central Government may, by order, not inconsistent with the provisions of this Act, remove the
difficulty:
Provided that no such order shall be made after the expiry of a period of two years from the date on
which this Act receives the assent of the President.