9911796707
TMI Blog2012 (11) TMI 264X X X X Extracts X X X X X X X X Extracts X X X X ..... fices of the Transferor and Transferee Companies are situated at New Delhi, within the jurisdiction of this Court. 3. Details with regard to the date of incorporation of Transferor and Transferee Companies, their authorized, issued, subscribed and paid-up capital have been given in the Petition. 4. Copies of the Memorandum and Articles of Association as well as the latest audited Annual Accounts for the year ended 31st March, 2011 of the Transferor and Transferee Companies have also been enclosed with the Petition. 5. Copies of the Resolutions passed by the Board of Directors of the Transferor and Transferee Companies approving the Scheme have also been placed on record. 6. It has been submitted that no proceeding under Sections 235 to ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... iled the present Petition seeking sanction of the Scheme. Vide order dated 31st May 2012 notice of the Petition was directed to be issued to the Regional Director, Northern Region and the Official Liquidator. Notice was duly accepted on behalf of the Regional Director and the Official Liquidator. Citations were also directed to be published in "Indian Express" (English Edition) and "Dainik Jagran" (Hindi Edition). Affidavits of Publication have been filed by the Petitioners showing compliance regarding publication of citations in the aforesaid newspapers on 15.06.2012. Copies of the newspapers cuttings, in original, containing the publications have been filed along with the Affidavit of Publication. 10. Pursuant to the notice issued, the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s further submitted that M/s Samaya Investment & Trading Pvt. Ltd. (Transferor Company No.1) is a non-banking finance company and registered with the Reserve Bank of India and according to Circular No. RBI/2005-06/285, DNBS (PD) C.C. No. 63/02.02/2005-06 dated 24.01.2006, the non-banking finance company needs to inform Reserve Bank of India within 1(one) month from the date of order of court about amalgamation. 12. No objection has been received to the, Scheme from any other party. Learned counsel for Petitioner Companies has submitted that the Petitioner Companies have filed affidavit of Mr. Sunny Varghese, Director of Transferee Company dated 31.08.2012 confirming that neither the Petitioner Companies nor their counsel has receive ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Registrar of Companies within 30 days from the date of receipt of the same. In terms of the provisions of Sections 391 and 394 of the Act and in terms of the Scheme, the whole of the undertaking, the properties, rights and powers of the Transferor Company be transferred to and vest in the Transferee Company without any further act or deed. Similarly, in terms of the Scheme, all the liabilities and duties of the Transferor Company be transferred to the Transferee Company without any further act or deed. Upon the Scheme coming into effect, the Transferor Company shall stand dissolved without winding up. It is, however, clarified that this order will not be construed as an order granting exemption from payment of stamp duty or taxes or any ..... X X X X Extracts X X X X X X X X Extracts X X X X
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