134 Investigation of affairs of company by inspectors appointed by court
(1) The court may appoint one or more competent inspectors to investigate the affairs of a company and to report thereon in such manner as the court direct-
(a) In the case of a banking company having a share capital, on the application of members holding not less than one-third of the shares issued;
(b) In the case of any other company having a share capital, on the application of members holding not less than one-tenth of the shares issued;
(c) In the case of a company not having a share capital, on the application of not less than one-fifth in number of the persons on the company’s register of members.
(2) The application shall be supported by such evidence as the court may require for the purpose of showing that the applicants have good reason for, and are not actuated by malicious motives in, requiring the investigation, and the court may, before appointing an inspector, require the applicants to give security, to an amount not exceeding one hundred pounds, for payment of the costs of the inquiry..
(3) It shall be the duty of all officers and agents of the company, and of all officers and agents of any other body corporate whose affairs are investigated under section 6 of the Companies Act 1974-
(a) to produce to the inspectors all books and documents of or relating to the company or, as the case may be, the other body corporate which are in their custody or power,
(b) to attend before the inspectors when required to do so, and
(c) otherwise to give the inspectors all assistance in connection with the investigation which they are reasonably able to give. [Subs (3) substituted by Companies Act 1986 s 19.]
(4) If the inspectors consider that a person other than an officer or agent of the company or other body corporate is or may be in possession of information concerning its affairs, they may require that person to produce to them any books or documents in his custody or power relating to the company or other body corporate, to attend before them and otherwise to give them all assistance in connection with the investigation which he is reasonably able to give; and it is that person’s duty to comply with the requirement. [Subs (4) substituted by Companies Act 1986 s 19.]
(4A) An inspector may examine on oath the officers and agents of the company or other body corporate, and any such person as is mentioned in subsection (4) above, in relation to the affairs of the company or other body, and may administer an oath accordingly. [Subs (4A) inserted by Companies Act 1986 s 19.]
(5) If any officer or agent of the company refuses to produce to the inspectors any book or document which it is his duty under this section so to produce, or refuses to answer any question which is put to him by the inspectors with respect to the affairs of the company, the inspectors may certify the refusal under their hand to the court, and the court may thereupon enquire into the case, and after hearing any witnesses who may be produced against or on behalf of the alleged offender and after hearing any statement which may be offered in defence, punish the offender in like manner as if he had been guilty of contempt of the court.
(6) On the conclusion of the investigation the inspectors shall report their opinion to the court, and a copy of the report shall be forwarded by the court to the registered office of the company, and a further copy shall, at the request of the applicants for the investigation, be delivered to them. The report shall be written or printed, as the court direct
136 Power of company to appoint inspectors
(1) A company may by special resolution appoint inspectors to investigate its affairs.
(2) Inspectors so appointed shall have the same powers and duties as inspectors appointed by the court, except that, instead of reporting to the court, they shall report in such manner and to such persons as the company in general meeting may direct.
(3) If any officer or agent of the company refuses to produce to the inspectors any book or document which it is his duty under this section so to produce, or refuses to answer any question which is put to him by the inspectors with respect to the affairs of the company, he shall be liable to be proceeded against in the same manner as if the inspectors had been inspectors appointed by the court.