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TMI Blog2015 (7) TMI 414X X X X Extracts X X X X X X X X Extracts X X X X ..... n the impugned order, it is an undisputed fact that the appellants have not made any public announcement inspite of having acted in concert and acquiring more than 30 percent of the voting rights of Axon Infotect Limited. Therefore, we hold that mere change of name of a company does not wash away the liabilities despite the change of name of that of the promoters or the directors. - Decided against the appellant. - Appeal No.90 of 2013 - - - Dated:- 15-1-2014 - J.P. Devadhar, Jog Singh and A.S. Lamba, JJ. For The Appellant : Mr. Keyoor Bakshi, Practising Company Secretary For The Respondent : Mr. Shyam Mehta, Senior Advocate with Mr. Mihir Mody and Mr. Pratham V. Masurekar, Advocates Per : Jog Singh Present appeal has ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... posed on the seven others too. 2. The present Appellant mainly challenges the impugned order to the extent of imposition of monetary penalty of ₹ 12,57,500/-. The main ground taken by the Appellant is that its management has changed through a Scheme of Arrangement as approved by the Hon ble High Courts of Mumbai and Andhra Pradesh on 26th November, 2010 and 6th October, 2010 respectively. The appellant has annexed a copy of the said Scheme of Arrangement as annexure B with the memorandum of appeal. This scheme facilitated the amalgamation of three companies namely M/s. Swarnajyothi Agro and Exports Limited, M/s. Vanishekar M/s. Green Energy Private Limited and M/s. Indrabathi Energies Limited, apart from the demerger of the finance ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and description of the transferor companies shall also be deemed to be transferred to the transferee companies. In fact this is also the spirit of sections 391 to 394 of the Companies Act, 1956. Moreover, as noted in the impugned order, it is an undisputed fact that the appellants have not made any public announcement inspite of having acted in concert and acquiring more than 30 percent of the voting rights of Axon Infotect Limited. Therefore, we hold that mere change of name of a company does not wash away the liabilities despite the change of name of that of the promoters or the directors. The Appellant Octant Industries Ltd., i.e. erstwhile Kushal Software Ltd., is therefore required to discharge its liabilities either by itself or throu ..... X X X X Extracts X X X X X X X X Extracts X X X X
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