9911796707
TMI Blog2012 (12) TMI 54X X X X Extracts X X X X X X X X Extracts X X X X ..... IVATE LIMITED (Transferor Company); with Lemon Tree Hotels Limited (Transferee Company). 2. The registered offices of the Petitioner Transferor Company and Transferee Company are situated at New Delhi, within the jurisdiction of this Court. 3. Details with regard to the date of incorporation of Transferor Company and Transferee Company, 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 Accounts as at 31st March, 2011 of the Petitioner Transferor Company and Transferee Company have also been enclosed with the Petition. 5. Copies of the Resolutions passed by the Board of Directors of the Petitioner Companies approv ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... o;Vir Arjun‟ (Hindi, Delhi Edition). Affidavit of Service and Publication has been filed by the Petitioners showing compliance regarding service of the Petition on the Regional Director, Northern Region and the Official Liquidator, and also regarding publication of citations in the aforesaid newspaper on August 20, 2012. Copies of the newspaper cuttings, in original, containing the publications have been filed along with the Affidavit of Service. 10. Pursuant to the notices issued, the Official Liquidator sought information from the Petitioner Companies. Based on the information received, the Official Liquidator has filed his report dated 02.11.2012 wherein he has stated that he has not received any complaint against the proposed Sch ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... o this Submission made by Ld. Regional Director in Para 5.1 of the Affidavit Ms. Suman Singh, authorised signatory of the petitioner Companies, filed an affidavit dated 03.11.2012 stating that para No. 2(n) of the Proposed Scheme of Amalgamation only states that this scheme shall not operate to enlarge or enhance any existing security for the loan or facility created by the Transferor Company and the security provided by the transferor Company for the loans or facility taken/availed before coming into effect of this Scheme of Amalgamation would continue to be the security for said loans or facility which would be transferred to the Transferee Company pursuant to this Scheme of amalgamation. It implies that no further assets of the Transfere ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on to the Scheme of Amalgamation. Consequently, sanction is hereby granted to the Scheme of Amalgamation under sections 391 and 394 of the Companies Act, 1956. The Petitioner Companies will comply with the statutory requirements in accordance with law. Certified copy of the order be filed with 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 Companies Act, 1956, and in terms of the Scheme, the whole or part of the undertaking, the property, 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 Co ..... X X X X Extracts X X X X X X X X Extracts X X X X
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