(1)Where a valuation is required to be made in respect of any
property, stocks, shares, debentures, securities or goodwill or any other assets (herein referred to as the
assets) or n et worth of a company or its liabilities under the provision of this Act, it shall be valued by 1[a
person having such qualifications and experience, registered as a valuer and being a member of an
organisation recognised, in such manner, on such terms and conditions as may be prescribed] and appointed
by the audit committee or in its absence by the Board of Directors of that company.
(2)The valuer appointed under sub -section ( 1) shall, -
(a)make an impartial, true and fair valuation of any assets which m ay be required to be valued;
(b)exercise due diligence while performing the functions as valuer;
(c)make the valuation in accordance with such rules as may be prescribed; and
(d)not undertake valuation of any assets in which he has a direct or indirect interest or becomes so
interested at any time 2[during a period of three years prior to his appointments as valuer or three years
after the valuation of assets was conducted by him].
(3)If a valuer contravenes the provisions of this section or the rules m ade thereunder, the valuer shall
be 3[liable to a penalty of fif ty thousand rupees ]:
Provided that if the valuer has contravened such provisions with the intention to defraud the company
or its members, he shall be punishable with imprisonment for a term w hich may extend to one year and
with fine which shall not be less than one lakh rupees but which may extend to five lakh rupees.
(4)Where a valuer has been convicted under sub -section ( 3), he shall be liable to -
(i)refund the remuneration received by him to the company; and
(ii)pay for damages to the company or to any other person for loss arising out of incorrect or
misleading statements of particulars made in his report.