2020 (6) TMI 748 - Tri - Companies Law

Joint petition for admission and for fixing a date of hearing of the main Company Petition as well as for a direction in relation to publication in press to be effected and notices to be issued - HELD THAT - The date of hearing of the Petition filed by the Petitioners for the sanction of the Scheme is fixed on 9th July 2020 - Notice of the hearing shall be advertised in the newspapers viz., the Business Standard (English, Chennai edition) and Maalai Chudar (Tamil, Chennai edition) not less than 10 days before the aforesaid date fixed for hearing.

Summary

Issues:
1. Admission and date fixing for hearing of the main Company Petition
2. Direction for publication in press and issuance of notices to authorities concerned
3. Compliance with Sections 230-232 of the Companies Act, 2013
4. Directions for service of notices and objections to the Scheme
5. Filing of affidavit of service and objections to the Scheme
6. Compliance with provisos of Sections 230 and 232 by the Petitioner Companies

Analysis:
1. The joint Company Petition filed seeks admission and fixing a date of hearing for the main Company Petition. The First Motion Application was filed earlier for dispensation of meetings of Equity Shareholders, Secured and Unsecured Creditors of the Transferor and Transferee Companies under Sections 230-232 of the Companies Act, 2013. Directions were issued based on this application. The subsequent petition on second motion is now before the Tribunal for fixing a date of hearing and other directions in accordance with the provisions of the Act and Rules.

2. The Tribunal orders the date of hearing for the Scheme's sanction to be on 9th July 2020. Notice of the hearing is directed to be advertised in specific newspapers at least 10 days before the hearing date. Additionally, notices are to be served on various Authorities and Objectors as per the provisions of the Act. The Petitioners are required to file an affidavit of service before the date of hearing, detailing the publication and service of notices.

3. The Petitioners are mandated to serve notices on specific Authorities, including Central Government, Registrar of Companies, Income Tax Department, Official Liquidator, and other sectoral regulators. Objectors are to be served notices along with a copy of the Petition and Annexures. Objections to the Scheme by the notified authorities must be filed before the hearing date; failure to do so may imply no objection to the Scheme's approval.

4. The Petitioner Companies are instructed to comply with the provisos of Section 232 or Section 230 by filing the Company's auditor's certificate before the hearing date. The next hearing for the approval of the Scheme among the Petitioner Companies is scheduled for 9th July 2020. The compliance with all relevant provisions and rules under the Companies Act, 2013 is emphasized throughout the judgment.