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TMI Blog2015 (3) TMI 990X X X X Extracts X X X X X X X X Extracts X X X X ..... mited (hereinafter referred to as Transferor Company No. 2), Topline Traders Limited (hereinafter referred to as Transferor Company No. 3), Rudraksha Agencies Company Limited (hereinafter referred to as Transferor Company No. 4), Goldies Trading Company Limited (hereinafter referred to as Transferor Company No. 5), Goldfeild Sales Agencies Limited (hereinafter referred to as Transferor Company No. 6), Futuristic Agencies Limited (hereinafter referred to as Transferor Company No. 7) and Frontier Commercial Company Limited (hereinafter referred to as Transferor Company No. 8) with Sucon India Limited Transferee Company) (collectively referred to as Petitioner Companies). A copy of the Scheme has been enclosed with the Petition. 2. The Regist ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of 2014 seeking directions of this Court for dispensation/convening of the meetings of its Equity Shareholders, Secured Creditors and the Unsecured Creditors. Vide Order dated 22nd April, 2014, this Court allowed the Application and dispensed with the requirement of convening meetings of its Equity Shareholders, Secured Creditors and Unsecured Creditors of Petitioner Companies. Since Transferor Company No.1 does not have any Secured Creditors, therefore, the requirement of convening their meeting did not arise. 9. The Petitioner Companies had thereafter filed the present Petition seeking sanction of the Scheme of Amalgamation. Vide order dated 19th May 2014, notice in the Petition was directed to be issued to the Regional Director, Norther ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s that since the Petitioner Companies are seeking to alter the Memorandum and Articles of Association, they should be directed to comply with the provisions of Section 17 of the Companies Act, 1956 in respect of the alteration. 12. The Petitioners has also filed Reply Affidavit dated 7th August, 2014, to the said observation made by the Regional Director. The details of the said observation of the Regional Director and the reply thereto of the Petitioners is as under: "........... (a) That in response to the Para 4.1 of the affidavit filed by the RD, the Applicant/Transferee Company has undertaken that it shall comply with the provisions of Section 17 of the Companies Act, 1956 or the corresponding Sections of the Companies Act, 2013, in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n to the Scheme of Amalgamation. Consequently, sanction is hereby granted to the Scheme of Amalgamation under Sections 391 and 394 of the Act, 1956. The Petitioner Companies will comply with the statutory requirements in accordance with law. 18. Certified copy of the order be filed with the Registrar of Companies within thirty 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 undertaking, the property, rights and powers of the Transferor Companies be transferred to and vest in the Transferee Company, without any further act or deed. Similarly, all the liabilities and duties of the Transferor Companies be transferred to the ..... X X X X Extracts X X X X X X X X Extracts X X X X
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