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TMI Blog2016 (5) TMI 643X X X X Extracts X X X X X X X X Extracts X X X X ..... cheme of Amalgamation is sanctioned. The petitioner Transferor company is directed to preserve its books of accounts, papers and records and not to dispose of the records without prior permission of Central Government as per the provisions of Section 396 (A) of the Companies Act, 1956. The petitioner Transferor company is also directed to ensure all statutory compliance. The cost of these petitions are determined at ₹ 7,500/each payable to Shri Devang Vyas, learned Assistant Solicitor General of India and ₹ 7,500/to the Official Liquidator in the case of the Transferor Company. - COMPANY PETITION NO. 76, 77 of 2016, In COMPANY APPLICATION NO. 318, 319 of 2015 - - - Dated:- 2-5-2016 - SMT. ABHILASHA KUMARI, J. FOR THE PET ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t in view of the fact that all the Secured Creditors have given their consent in writing, in approval of the Scheme, the meeting of the Secured Creditors be dispensed with. 4. The petitioner company has placed on record a copy of the Chairman's Report dated 16.12.2015, supported by his affidavit of even date, in respect of the meeting of the Unsecured Creditors held on 10.12.2015. The Chairman's Report would show that the meeting of the Unsecured Creditors of the petitioner was held on 10.12.2015, as ordered by this Court and further that the Unsecured Creditors present in the meeting, in person or through proxy, have unanimously approved the Scheme of Amalgamation. 5. Centurion Remedies Private Limited, the Transferor Company ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... red Creditors of the petitioner was held on 10.12.2015, as ordered by this Court and further that the Unsecured Creditors present in the meeting, in person or through proxy, have unanimously approved the Scheme of Amalgamation. 8. The petitioners, thereafter, tiled Company Petitions Nos.76 and 77 of 2016, seeking the sanction of the Scheme of Amalgamation. 9. By separate orders dated 4.3.2016, this Court admitted the petitions and directed the issuance of notice to the Regional Director in the case of both the companies and to the Official Liquidator in the case of the Transferor Company. This Court also directed the publication of the notice of the petition in the English Daily newspaper Times of India' and the Vernacular daily ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... servation, it is submitted on behalf of the petitioner companies that the report of the Regional Director, itself, shows that pursuant to the letter of the Regional Director, no adverse remarks have been received from the Income Tax Department. Without prejudice, the petitioner companies submit that they would undertake the compliance of the Income Tax Act and Rules made thereunder. 14. In response to the notice issued to the Official Liquidator in the case of the Transferor Company, the Official Liquidator has filed a report. A perusal of the report would show that the Official Liquidator has made two observations. The first observation is to seek directions from this Court to the petitioner Transferor company to preserve its books of a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... f the Transferor Company. 17. The petitioner companies shall lodge a copy of this order and the Scheme duly authenticated by the Registrar, High Court of Gujarat, with the concerned Superintendent of Stamps, for the purpose of adjudication of stamp duty, if any, on the same within 60 days from the date of the order. 18. The petitioners are directed to file a copy of this order along with a copy of the Scheme with the Registrar of Companies, electronically, along with requisite Form in addition to physical copy as per relevant provisions of the Act. 19. Filing and issuance of drawn up order is hereby dispensed with and all the authorities to act on a copy of this order along with the Scheme duly authenticated by the Registrar, High ..... X X X X Extracts X X X X X X X X Extracts X X X X
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