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TMI Blog2016 (4) TMI 270X X X X Extracts X X X X X X X X Extracts X X X X ..... lity India Private Limited to Gujarat JHM Hotels Limited and restructure of Share Capital of Haywood Hospitality India Private Limited, proposed under Sections 391 to 394 read with Sections 78 and 100 to 103 of the Companies Act, 1956. 2. It has been submitted that Haywood Hospitality India Private Limited, the Demerged Company is the wholly owned subsidiary of Lotus Investments India LLC, Mauritius, and is a part of JHM Group. The Company has been engaged in the Hotel Management activity and Hotel Ownership activities. 3. Gujarat JHM Hotels Limited, the Resulting Company, is a closely held limited company and is a subsidiary of JHM LLC, USA. The Company owns a Hotel in Surat, which is managed and operated by Indian Hotels Corporation Ltd ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tion of liability in respect of unpaid share capital or payment to any shareholder of any paidup share capital. Further, the order of the Court sanctioning the Scheme shall be deemed to be an order under Section 102 of the Companies Act confirming the reduction. Considering the said submissions, vide order dated 15th January, 2016 passed in Company Application No.20 of 2016, the procedure prescribed under Section 101(2) of the Companies Act, 1956, as well as under Rules 48 to 65 of the Companies (Court) Rules, 1959, was dispensed with. 6. It has been submitted that vide order dated 15th January, 2016 passed in Company Application No.20 of 2016, the meetings of the Equity Shareholders and Unsecured Creditors of the Demerged Company were dis ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... h January, 2016. The notice of the hearing of the petitions was duly advertised in the English daily newspaper "Indian Express", and the Gujarati daily newspaper "Sandesh", both Surat editions, on 16th February, 2016. The publication in the Government Gazette was dispensed with, as directed in the said orders. Affidavits dated 24th February 2016 confirm the Scheme. None has come forward with any objections to the said petitions, even after the publication and this aspect has been further confirmed by the additional affidavit dated 31st March, 2016. 9. Notice of the petition has been served upon the Central Government and Mr.Kshitij Amin, learned counsel appearing for the Central Government, appears on behalf of Mr.Devang Vyas, learned Assi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Income Tax Department has no objection to the proposed Scheme of Arrangement. The petitioner companies agree to comply with the applicable provisions of the Income Tax Act and Rules. In view of the same, no further directions are required to be issued to the petitioner Companies in this regard. (iv) It has further been submitted that there are no complaints received by the Registrar of Companies, as confirmed by Paragraph3. The Regional Director has, vide Paragraph4, confirmed that it has no further objection except the above. 12. Considering the above facts and circumstances and taking into account the contentions raised in the affidavits and reply affidavits, the undertakings provided vide the additional affidavit dated 31st March 20 ..... X X X X Extracts X X X X X X X X Extracts X X X X
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