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TMI Blog2012 (11) TMI 264X X X X Extracts X X X X X X X X Extracts X X X X ..... Affidavit that all the employees of the Transferor Companies shall become the employees of the Transferee Company without any break or interruption in their services upon sanctioning of the Scheme by the Court. The Scheme provide the Accounting Treatment in detail, which is in accordance with Accounting Standard issued by the Institute of Chartered Accountants of India. As the Transferor Company is a non-banking finance company and registered with the Reserve Bank of India it needs to inform Reserve Bank of India within 1(one) month from the date of order of court about amalgamation. No objection has been received to the, Scheme from any other party,thus sanction is hereby granted to the Scheme under Sections 391 and 394 of the Act wit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... . It has been submitted that no proceeding under Sections 235 to 251 of the Act is pending against the Petitioner Companies. 7. So far as the share exchange ratio for Scheme of Amalgamation is concerned, the Scheme provides that, upon the Scheme finally coming into effect, the Transferee Company shall issue shares in the following manner:- (a) TRANSFEROR COMPANY NO. 1 50 (Fifty) Equity Share(s) of the face value of Rs. 10/- (Rupees Ten) each credited as fully paid up in the share capital of Transferee Company as on the Effective Date for every 11 (Eleven) fully paid Equity Share(s) of the face value of Rs. 100/- (Rupees Hundred) each held in Transferor Company No. 1. (b) TRANSFEROR COMPANY NO. 2 1 (One) Equity share(s) of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... g with the Affidavit of Publication. 10. Pursuant to the notice issued, the Official Liquidator sought information from the Petitioner Companies. Based on the information received, the Official Liquidator has filed his report on 23.08.12. Relying on Clause 12.1 of the Scheme, the Official Liquidator has stated that the authorized share capital of the Transferor Companies shall be merged and added to the authorized share capital of the Transferee Company. In his report, the Official Liquidator has stated that he has not received any complaint against the proposed Scheme from any person/party interested in the Scheme in any manner and that the affairs of the Transferor Company No. 1 2 do not appear to have been conducted in a manner preju ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... firming that neither the Petitioner Companies nor their counsel has received any objection pursuant to citations published in the newspapers. Further, in the said affidavit, the Petitioner Companies have specifically undertaken to comply with the requirement of informing the Reserve Bank of India within 30 days from the date of order of the Court about amalgamation, as mentioned by the Regional Director in his report. Subsequently, an additional affidavit dated 09.10.2012 has been filed on behalf of the Petitioner Companies reaffirming that no objections have been received by the Petitioner Companies or their counsels as on the date of filing of the additional affidavit. 13. Even today, Mr. K.S. Pradhan, Deputy Registrar of Companies appe ..... X X X X Extracts X X X X X X X X Extracts X X X X
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