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TMI Blog2009 (11) TMI 510X X X X Extracts X X X X X X X X Extracts X X X X ..... r the Respondent. JUDGMENT K. L. Manjunath, J. The short question that arises for consideration is, whether on account of merger of a company, the transferee company is required to pay registration fee due to consequential increase of authorised share capital of the transferee company ? 2. The facts leading to this case are stated hereunder : The respondent is a company incorporated under the provisions of the Companies Act, 1956, having its registered office at No. 139/1, Hosur Main Road, Koramangala, Bangalore-95. The main object of the company is to manufacture either for its own use or for sale in India or for export outside India computer systems, computer peripherals and accessories, etc. The authorised share capital o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ections stating that on account of amalgamation, the transferor company would be dissolved and the transferee company would exist. On account of the scheme of amalgamation, the authorised capital of the respondent-transferee company gets increased and based on the increase of authorised capital, the respondent-company has to pay registration fee/filing fees, etc. The objection raised by the appellant herein has been rejected by the learned company judge by his order dated June 19, 2007 (Mphasis Ltd., In re [2008] 141 Comp. Cas. 558 (Kar.)). Challenging the legality and correctness of the order of the company court, the present appeal is filed. 5. We have heard learned counsel for the appellant and Sri Naganand, learned senior counsel ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... raised by the appellant herein has been answered by several High Courts and the same has not been challenged by the Regional Director of said States. Therefore, he requests the court to dismiss the appeal. 8. On perusal of the judgment relied upon by learned counsel for the appellant, we are of the view that the facts involved in the said case and the facts involved in this case are entirely different. Therefore, the aforesaid decision would not come to the aid of the appellant. 9. The learned company judge in paragraph 18 of the order has clearly held that there is no necessity for the respondent-company to pay additional fee or stamp duty since there is no obligation or reason for the two amalgamated companies to pay duty on the s ..... X X X X Extracts X X X X X X X X Extracts X X X X
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