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TMI Blog2016 (3) TMI 979X X X X Extracts X X X X X X X X Extracts X X X X ..... OCATE, FOR M/S.SINGHI CO, ADVOCATES. MR KSHITIJ AMIN , CENTRAL GOVERNMENT STANDING COUNSEL FOR MR DEVANG VYAS, ASSISTANT SOLICITOR GENERAL FOR INDIA 1. These petitions have been filed by the four Petitioner Companies, for the sanctioning of the Scheme of Amalgamation of ABNL IT ITES Limited and Aditya Birla Minacs BPO Private Limited and Indigold Trade and Services Limited (Transferor Companies) with Aditya Birla Nuvo Limited (Transferee Company). 2. The Petitioner of Company Petition No.47 of 2016, i.e., Aditya Birla Nuvo Limited, had filed an application in this Court being Company Application No.38 of 2016, for dispensing with the convening and holding of the meetings of the Equity Shareholders, Secured Creditors and Unse ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Aditya Birla Minacs BPO Private Limited, had filed an application in this Court, being Company Application No.40 of 2016, for dispensing with the convening and holding the meetings of the Equity Shareholders and Unsecured Creditors of the said Company. This Court, vide its order dated 1.2.2016, inter alia, dispensed with the convening and holding of the meeting of the Equity Shareholders of the said Company, in view of the consent affidavits to the Scheme received from all the Equity Shareholders. This Court, vide its aforesaid order dated 1.2.2016, also dispensed with the meeting of the Unsecured Creditors of the said Company. This Court, vide the aforesaid order dated 1.2.2016, also noted that there are no Secured Creditors of the Petiti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... publication of the notice in the Gujarat Government Gazette. 7. Pursuant to the order dated 3.2.2016, the Petitioners of Company Petitions Nos. 47 to 50 of 2016 have published the notice of the hearing of the petition in the English daily newspaper, Indian Express , Ahmedabad Edition and the Gujarati daily newspaper, Sandesh , Rajkot Edition, all on 8.2.2016. The affidavits of service, on behalf of the petitioner companies, all dated 12.2.2016, have been filed, confirming the publication of the notices in the newspapers as directed and also the notice of hearing of the petitions being served upon the Regional Director as well as the Official Liquidator, so far as Company Petitions Nos.48 to 50 of 2016 are concerned. 8. In response t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Official Liquidator. 10. Mr.Sandeep Singhi, learned Advocate appearing for the Petitioner Companies, states, that the one of the Petitioner Companies, namely Aditya Birla Nuvo Limited, has filed the necessary affidavit in reply dated 26.2.2016, to the common affidavit dated 24.2.2016, filed by the Regional Director. 11. In respect of the observations made by the Regional Director at paragraph 2(d) of the common affidavit, Mr.Singhi submits that the Petitioner Company, in paragraph 3 of its reply has, inter alia, stated that the Petitioner Company Aditya Birla Nuvo Limited, has complied with the said SEBI Circulars. In light of the aforesaid, this Court is of the view that the observations of the Regional Director at paragraph 2(d) ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... are directed to comply with the provisions of the Income Tax Act and Rules framed thereunder, as applicable. 16. In response to the notice to the Official Liquidator in Company Petition Nos. 48 to 50 of 2016, the Official Liquidator has filed his report dated 25.2.2016. On perusal of the said report, the Official Liquidator, at paragraph 20, has submitted that the affairs of the Transferor Companies, have not been conducted in a manner prejudicial to the interest of its members or to the public interest. In respect of the observations made by the official Liquidator in paragraph 21 of the report, the said companies have filed their respective affidavits, all dated 26.2.2016, ensuring compliance in respect of the same. In respect of the ..... X X X X Extracts X X X X X X X X Extracts X X X X
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