(1) This section applies where a company enters into an arrangement in contravention of section 190 (requirement of members' approval for substantial property transactions).
(2) The arrangement, and any transaction entered into in pursuance of the arrangement (whether by the company or any other person), is voidable at the instance of the company, unless -
(a) restitution of any money or other asset that was the subject matter of the arrangement or transaction is no longer possible,
(b) the company has been indemnified in pursuance of this section by any other persons for the loss or damage suffered by it, or
(c) rights acquired in good faith, for value and without actual notice of the contravention by a person who is not a party to the arrangement or transaction would be affected by the avoidance.
(3) Whether or not the arrangement or any such transaction has been avoided, each of the persons specified in subsection (4) is liable -
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