9911796707
TMI Blog2017 (11) TMI 1752X X X X Extracts X X X X X X X X Extracts X X X X ..... petitioner-company in paragraphs 8 to 10 above. The clarifications and undertakings given by the petitioner-company are accepted by the Tribunal. From the material on record, the scheme appears to be fair and reasonable and is not violative of any provisions of law including but not limited to the Companies Act, 2013; Income-tax Act, 1961 ; Accounting Standards and various other applicable statutory acts and is not contrary to public policy. - C. S. P. No. 782 of 2017. - - - Dated:- 16-11-2017 - B. S. V. Prakash Kumar Judicial Member And V. Nallasenapathy Technical Member For the Petitioner : Rajesh Shah, Ahmed M. Chunawala instructed by M/S. Rajesh Shah and Co. ORDER B. S. V. PRAKASH KUMAR (JUDICIAL MEMBER).- 1. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ll the statutory requirements if any, as required under the Companies Act, 2013 and the Rules made thereunder whichever is applicable. The said undertaking is accepted. 6. Learned counsel for the petitioner states that the first transferor company has been carrying on the business of operating in the staffing industry and provides temporary staffing solutions to marquee software technology clients and other customers and the second transferor company has been carrying on the business of operating in the staffing industry and provides temporary staffing solutions to marquee software technology clients/other customers and also e-commerce and related software development operations business and the transferee company undertake the business ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Director has filed a report on October 12, 2017 stating therein, save and except as stated in paragraph IV, it appears that the scheme of amalgamation is not prejudicial to the interest of shareholders and public. In paragraph IV of the said report, the Regional Director has stated that : (IV) The observations of the Regional Director on the proposed scheme to be considered by the hon'ble National Company Law Tri bunal are as under : (a) The tax implication if any arising out of the scheme is subject to final decision of Income-tax authorities. The approval of the scheme by this hon'ble Tribunal may not deter the Income-tax authority to scrutinize the tax return filed by the transferee company after giving effect to the s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the company, confirming that the accounting treatment proposed in the scheme of amalgamation is in conformity with the Accounting Standards as prescribed under section 133 of the Companies Act, 2013 has been filed with the hon'ble Tribunal along with an affidavit on November 1, 2017. 10. So far as the observation in paragraph IV(d) of the report of the Regional Director is concerned, learned counsel for the petitioner-company submits that the company had filed a copy of admitted petition with the Regional Director's office. The copy of the admitted petition contains clauses 1 to 35. Clause 20 of the admitted petition contains material extracts of scheme of amalgamation (i.e., clause 5 to clause 14 of the scheme). Therefore it ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... puty Director or Assistant Registrar, National Company Law Tribunal, Mumbai Bench, with the concerned Superintendent of Stamps, for the purpose of adjudication of stamp duty payable within 60 days from the date of receipt of the order, if any. 16. The petitioner-company to pay costs of ₹ 25,000 to the Regional Director, Western Region, Mumbai. Cost to be paid within four weeks from the date of receipt of the order. 17. The registered office of the transferor companies are situated in the State of Chennai and transferor companies had already filed similar petition before the National Company Law Tribunal of Chennai Bench for approving the said scheme and the same is pending. Learned counsel for the petitioner-company further subm ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
