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TMI Blog2016 (12) TMI 1094X X X X Extracts X X X X X X X X Extracts X X X X ..... OR THE RESPONDENT : MR KSHITIJ AMIN FOR MR DEVANG VYAS, ADVOCATE ORAL ORDER 1. Heard Mr.Pavan S. Godiawala, learned advocate for the petitioner and Mr.Kshitij Amin, learned Central Government Standing Counsel for Mr.Devang Vyas, learned Assistant Solicitor General for the Regional Director and the Official Liquidator. 2. The present petitions i.e. Company Petitions Nos.403 of 2016, 404 of 2016, 406 of 2016 and 407 of 2016 are filed by the Transferor Companies and Company Petition No.405 of 2016 is filed by the Transferee Company, seeking a prayer for the sanctioning of the Scheme of Arrangement, in the nature of amalgamation of Parijat Infrastructure Limited, Ajabgajab Investments Private Limited, Kamal Exports Private Limited ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ernment Gazette was dispensed with. The petitions were kept for final hearing on 30.9.2016. The Transferee Company preferred Speaking to Minutes and an order dated 5.8.2016 came to be passed, correcting the error regarding the deletion of the word Official Liquidator in the order dated 9.9.2016, passed in Company Petition No.405 of 2016. 5. The Petitioners complied with the admission orders and published the notice of petitions in the above newspapers on 5th September, 2016 and served notice of the petition on the Official Liquidator on 6.9.2016. Notice on Regional Director also came to be served by the Transferor Companies on 7.9.2016 while the notice of petition of the Transferee Company was served on 16.9.2016. The affidavit of comp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 20.10.2016 to RBI, Ahmedabad regarding the NBFC status of the petitioners and requested RBI to provide objections/NOC within 10 days but no reply has been received from RBI. Hence, directions are sought that the petitioners shall comply with the guidelines issued by RBI in this matter from time to time. 9. The third observation made at paragraph 2(f), pertains to the Income Tax department. It is stated that as far as the Transferor Company No. 2 is concerned, there is a demand of ₹ 1,92,030/as on date for the assessment year 200910. It is requested that the outstanding demand and any demand raised in future will become payable by the Transferee Company. It is stated that the amalgamating Company is solely liable for any demand alr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nse to the observation made at paragraph 2(f), it is candidly submitted that, upon the sanctioning of the Scheme, the statutory liabilities and obligations, including that of the Income Tax Department upon the Transferor Company, shall get transferred to the Transferee Company and the Transferee company is not absolved from any statutory liabilities as incurred by the Transferors. Hence, the demand of ₹ 1,92,030/stated to be outstanding and any demand raised in future, in case of M/s. AJABGAJAB INVESTMENT PVT LTD., will become payable by M/s. ZORA TRADERS LTD. The Transferee Company also undertaken to pay the liabilities as and when they become due and payable. 13. With regard to the observations pertaining to the compliance of the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... prayers made in the Company Petitions are granted. 17. The petitioners are directed to pay professional charges of ₹ 7,500/for each petitions to Mr.Devang Vyas, learned Assistant Solicitor General and petitioner of the Transferor Companies are directed to pay the fees of ₹ 7,500/each to the Official Liquidator. 18. Filing and issuance of drawn up orders are dispensed with. All concerned authorities to act on a copy of this order along with the Scheme and schedule of the assets, duly authenticated by the Registrar, High Court, Gujarat. The Registrar, High Court of Gujarat shall issue the authenticated copy of this order along with Scheme and schedule of the assets. 19. The petitions are disposed of. - - TaxTMI - TMIT ..... X X X X Extracts X X X X X X X X Extracts X X X X
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