2020 (5) TMI 685 - Tri - Insolvency and Bankruptcy

Seeking 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 to the authorities concerned - Sections 230-232 of the Companies Act, 2013 - HELD THAT - This petition on second motion filed on 30.07.2019 is coming up before us for fixing a date of hearing as well as for other consequential directions in terms of provisions of Sections 230 to 232 of Companies Act, 2013 read with Rule 16 of the Companies (Compromise, Arrangements and Amalgamation) Rules, 2016, brought into effect and on and from 15.12.2016. The date of hearing of the Petition filed by the Petitioner for the sanction of the Scheme is fixed on 11 June 2020 - The next date of hearing of the Petition shall be on 11th June2020 for the consideration of the approval of the Scheme as contemplated among the Petitioner Companies.

Summary

Issues:
Company petition for admission and fixing a date of hearing, direction for publication in press, and issuance of notices for objections to the Scheme of Merger.

Analysis:
The Company Petition filed by the Transferee Company seeks admission and fixing a date of hearing for the Scheme of Merger. The Transferee Company had previously filed a First Motion Application seeking directions for conducting meetings of Equity Shareholders and Unsecured Creditors, which was granted by the Tribunal. The present petition on second motion is filed for fixing a date of hearing and other consequential directions under Sections 230-232 of the Companies Act, 2013. The Tribunal has ordered the date of hearing for the Petition to be on 11th June 2020. Notice of the hearing is to be advertised in specified newspapers not less than 10 days before the hearing date. Additionally, the Petitioners are required to serve notices on various Authorities, including the Central Government, Registrar of Companies, Reserve Bank of India, and Income Tax Department, among others, at least 30 days before the hearing date. Notice must also be served to Objectors or their representatives at least 15 days before the hearing. The Petitioners are to file an affidavit of service before the hearing, and objections to the Scheme must be filed by the authorities notified. Failure to file objections will be deemed as no objection by the authorities. The Petitioner Companies are required to comply with the relevant provisions of the Companies Act, 2013 by filing the certificate of the Company's auditor before the hearing date. The next date of hearing is scheduled for 11th June 2020 for the consideration of the Scheme's approval among the Petitioner Companies.