287 Power of company to provide for employees on cessation or transfer of business (1 ) Subject to subsection (2), a company shall have power to make provision for the benefit of persons employed or formerly employed by the company or any of its subsidiaries, or for the depend ants of any such persons, in the event of the cessation of or transfer of the who le or part of the business of the company or the subsidiary, as the case may be. (2 ) The power conferred by subsection (1) shall not be exercised except in accordance with a special resolution of the company. 288 Power of liquidator to make over assets to employees (1 ) Where prior to its winding up, whether by the court or voluntarily, a company has in terms of section two hundred and eighty-seven resolved to exercise the power conferred by that section, the liquidator of the company may, after the commencement of the winding up and subject to this section, give effect to that resolution. (2 ) A payment made by a liquidator in terms of subsection (1)— (a ) shall be made only after the liabilities of the company have been fully satisfied and provision has been made for the costs of the winding up; (b ) may, subject to paragraph (a ), be made out of assets which are available to the members on the winding up. (3 ) In the case of a winding up by the court, the exercise of powers by a liquidator in terms of this section shall be subject to the control of the court, and any creditor or contributory may apply to the court in connection with the exercise or proposed exercise of the power. Miscellaneous Provisions in Winding Up 289 Voting at meetings of creditors and contributories (1 ) In every winding up of a company every creditor shall be entitled to vote at any meeting of creditors of the company as soon as his claim has been proved: Provided that— (i) he may not vote in respect of a claim that is dependent up on the fulfilment of a condition until he proves that the condition has been fulfilled or, on an application by the creditor to the court, the court otherwise orders; (ii) he may not vote in respect of any claim acquired by him by cession or purchase from any person after— (a ) the passing of the resolution to wind up the company in the case of a voluntary winding up or of a voluntary winding up that is superseded by a winding up by the court; or (b ) the filing of the petition for winding up the company in the case of any other winding up by the court. (2 ) The vote of a creditor shall be reckoned according to the value of his claim. (3 ) Any creditor holding any security, other than a general notarial bond, shall put a value on his security when proving his claim and, except in the election of a liquidator and upon any question affecting his security, his vote shall be reckoned according to the value of the balance, if any, of his claim remaining after deduction therefrom of the said value of his security. (4 ) At every meeting of contributories in the winding up of a company the votes of each contributory shall be those to which he is entitled according to the articles of the company in force at the commencement of the win ding up. 290 Books of company to be evidence Where a company is being wound up, all books and papers of the company and of the liquidators shall, as between the contributories of the company, be prima facie evidence of the truth of a11 matters therein recorded. 291 Application of assets, and costs of winding up (1 ) In every winding up of a company the assets shall be applied in payment of the costs, charges and e xpenses in curred in the winding up and of the claims of creditors as nearly as possible as they would be applied in payment of the costs of sequestration and the claims of creditors under the law relating to insolvent estates, and the provisions of the said law relating to contributions by creditors shall apply. (2 ) All costs and charges incurred and all advances made by the Master on account of the company shall, subject to the order of the court, be costs in the winding up. 292 Payment of money deposited with Master Any person claiming to be entitled to any money paid to the Master by a liquidator under this Act may apply to the Master for payment of the same, and the Master may, on a certificate by the liquidator or on other sufficient evidence that the person claiming is entitled thereto, pay to that person the sum due. 293 Disposal of books and papers of company When any company has been wound up and is about and to be dissolved, the books and papers of the company and of the liquidators shall, unless the court otherwise directs, be delivered to the Master. Such books and papers shall not be destroyed for a period of five years from the date of dissolution of the company.