9911796707
TMI Blog2020 (10) TMI 16X X X X Extracts X X X X X X X X Extracts X X X X ..... 16. 2. The "Transferee Company", Anfilco Limited is a company incorporated on March 27, 1975 under the Companies Act, 1956. The registered office is at 1, Sri Aurobindo Marg, New Delhi-110016. 3. Record of this Tribunal in relation to the First motion joint application filed by the petitioner companies involved in the Scheme of Amalgamation in company Application No. CA(CAA) No. 159/ND/2019 discloses that based on the representations made in the joint application and also taking into consideration the provisions of Section 230-232 of the Companies Act, 2013, the requirements of meetings of equity shareholders, secured creditor(s) and unsecured creditor(s) in relation to Petitioner Companies got dispensed with vide order dated 01.11.2019. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... no prosecution has been filed nor any inspection or investigation has been conducted in respect of petitioner companies. 6. The Official Liquidator has filed its report wherein it has been stated that he has not received any compliant against the proposed Scheme from any person/party interested in the scheme in any manner and that the affairs of the Petitioner Companies do not appear to have been conducted in a manner prejudicial to the interest of its members, creditors or public interest. 7. It is pertinent to note that vide order dated 07/02/2020 of this Tribunal, the Income Tax Department was given one last opportunity to file observations. Despite that no observation by the Income Tax Department has been filed. While on 08.05.2020 at ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... appellate jurisdiction over a scheme and its jurisdiction is limited to ascertaining fairness, justness and reasonableness of the Scheme and to ensure that neither any law has been violated or public interest compromised in the process.' 12. Right to apply for the sanction of the Scheme has been statutorily provided under Section 230-234 of the Companies Act, 2013 and therefore, it is open to the applicant companies to avail the benefits extended by statutory provisions and the Rules. 13. It has also been affirmed in the petition that the Scheme is in the interest of all the transferor companies and the transferee company including their shareholders, creditors, employees and all concerned. 14. In view of the foregoing, upon conside ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... deed, to the transferee company and accordingly the same shall pursuant to Section 232 of the Companies Act, 2013, be transferred to and vest in the transferee company. 3. That all the liabilities and duties of the Transferor Companies, be transferred without further act or deed, to the transferee company and accordingly the same shall, pursuant to Section 232 of the Act, be transferred to and become the liabilities and duties of the transferee company; and 4. That all proceedings now pending by or against all the Transferor Companies, be continued by or against the transferee company; and 5. That all the employees of the Transferor Companies in service, on the date immediately preceding the date on which the scheme lakes effect, i.e. ..... X X X X Extracts X X X X X X X X Extracts X X X X
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