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TMI Blog2015 (3) TMI 67X X X X Extracts X X X X X X X X Extracts X X X X ..... d 394; 100 to 104 of the Companies Act, 1956. The Petitioner Companies will comply with the statutory requirements in accordance with law. It is, however, clarified that this order will not be construed as an order granting exemption from payment of stamp duty or any other charges, if payable, in accordance with any law; or permission/compliance with any other requirement which may be specifically required under any law. - Scheme of Amalgamation approved. - Co. Pet. 370/2013 - - - Dated:- 30-9-2014 - Sanjeev Sachdeva,JJ. For the Petitioners : Mr. Rajeev K Goel, Advocate For the Official Liquidator : Mr. Atma Sah, Assistant Registrar of Companies for the Regional Director. Mr. Rajiv Behl, Advocate ORDER Sanjeev Sa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... panies Act, 1956 is pending against the Petitioner Companies. 7. The Petitioner Companies had earlier filed C.A (M) 55 of 2013 seeking directions of this Court for dispensation/convening of meetings. By Order dated 7th May, 2013, this Court allowed the Application and requirement of convening meetings of Shareholders of the Demerged Company and the Resultant Companies No. 1 2 were dispensed with. None of the Resultant Companies No. 1 2 had any Secured and Un-secured Creditors. This Court further directed convening of separate meetings of Secured Creditors and Un-secured Creditors of the Demerged Company under its supervision. The Chairma s have filed their respective reports stating that the Scheme was unanimously approved by the Sec ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nies, the Petitioner Demerged Company and Resultant Companies may be asked to file requisite forms for satisfaction and creation of charge. 11. In response to above said observation, the Petitioner Demerged Company in their Reply Affidavit dated 13th May, 2014, has submitted that the charges have been created on some assets of the Demerged Company which are proposed to be demerged pursuant to the Scheme of Arrangement subject such charges. The Resultant Company will have to create charge in favour of the concerned lenders and file necessary form(s) with the ROC. Para 2.1.5 of the Scheme of Arrangement provides that the Demerged Company and Resultant Company will file requisite form(s) with the Registrar of Companies for creation, modific ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... erged Company submits that the details of assets and liabilities as at 1.4.2013, the Performa Balance Sheet as on 31.03.2013 has been annexed with the Revised Scheme of Arrangement which has been filed along with the C.A No. 1236 of 2014. 16. Further, the Regional Director has raised an observation that as per the Audited Balance Sheet as at 31.3.2012, the Petitioner Demerged Company was having a large cash in hand‟ position and the Company may be asked to deposit the same in its Bank Account. 17. In response to above said observation, the Petitioner Demerged Company submits that the Demerged Company owns and runs several hospitals and most of the sale in the Hospital Industry is cash sale. Cash is deposited in the Bank account ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hed in the newspapers. 24. In view of the approval accorded by the Shareholders and Creditors of the Petitioner Companies; representation/report filed by the Regional Director, Northern Region to the proposed Scheme of Arrangement, there appears to be no impediment to the grant of sanction to the Scheme of Arrangement. Consequently, sanction is hereby granted to the revised Scheme of Arrangement under sections 391 and 394; 100 to 104 of the Companies Act, 1956. The Petitioner Companies will comply with the statutory requirements in accordance with law. 25. Certified copy of the formal 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; ..... X X X X Extracts X X X X X X X X Extracts X X X X
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