The general superintendence, direction, control and management of the affairs and business of the undertakings of each of the two companies, the right, title and interest in relation to which have vested in the Central Government under section 3, shall,-
(a) Where a direction has been given by the Central Government under sub-section (1) of section 6, vest in the Government company specified in such direction; or
(b) where no such direction has been made by the Central Government, vest in one or more Custodians appointed by the Central Government under sub-section (2),
and thereupon the Government company so specified, or the Custodian or Custodians so appointed, as the case may be, shall be entitled to exercise, to the exclusion of all other persons, all such powers and do all such things as either, or both, of the two companies, is or are, authorised to exercise and do in relation to its or their undertakings.
(2) The Central Government may appoint one or more individuals or a Government company as the Custodian or Custodians of the undertakings of either, or both, of the two companies in relation to which no direction has been made by it under sub-section (1) of section 6.
(3) The Custodian or Custodians so appointed shall receive, from the funds of the undertakings of the two companies, such remuneration as the Central Government may fix and shall hold office during the pleasure of the Central Government.
Section 10 - Duty of persons in charge of management of undertakings of the two companies to deliver all assets, etc.
(1) On the vesting of the management of the undertakings of the two companies in Government companies, or on the appointment of a Custodian or Custodians, all persons in charge of the management of the undertakings of either of the two companies immediately before such vesting or appointment, shall be bound to deliver to the concerned Government company, or the Custodian or Custodians, as the case may be, all assets, books of account, registers or other documents in their custody relating to the undertakings.
(2) The Central Government may issue such directions as it may deem desirable in the circumstances of the case to the Government company or Custodian or Custodians, and such Government company or the Custodian or Custodians may also, if it is considered necessary so to do, apply to the Central Government at any time for instructions as to the manner in which the management of the undertakings of the two companies shall be conducted or in relation to any other matter arising in the course of such management.
Section 11 - Duty of persons to account for assets, etc., in their possession
(1) Any person who has, on the appointed day, in his possession or under his control any assets, books, documents or other papers relating to the undertakings owned by the two companies, which have vested in the Central Government or in Government companies under this Act, which belong to two companies or would have so belonged, if the undertakings owned by two companies had not vested in the Central Government or such Government companies shall be liable to account for the said assets, books, documents and other papers to the Central Government or the Government company, and shall deliver them up to the Central Government or such Government company or to such person or persons as the Central Government or the concerned, Government company may specify in this behalf.
(2) The Central Government or the Government companies aforesaid may take, or cause to be taken, all necessary steps for securing possession of the undertakings of the two companies which have vested in the Central Government or the Government company under this Act.
(3) The two companies shall, within such period as the Central Government may allow in this behalf, furnish to that Government a complete inventory of all their properties and assets, as on the appointed day, pertaining to the undertakings which have vested in the Central Government under section 3, and, for this purpose, the Central Government or the Government company aforesaid shall afford to the two companies all reasonable facilities.
Section 12 - Accounts and Audit
The Custodian or Custodians of the undertakings of either, or both, of the two companies shall maintain an account of the undertakings of the concerned company or companies in such form and manner and under such conditions as may be prescribed and the provisions of the Companies Act, 1956(1 of 1956), shall apply to the audit of the accounts so maintained as they apply to the audit of the accounts of a company.