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TMI Blog2020 (10) TMI 496X X X X Extracts X X X X X X X X Extracts X X X X ..... sted in the Scheme in any manner and that the affairs of the Transferor Companies do not appear to have been conducted in a manner prejudicial to the interest of its members, creditors or to public interest. The report of Income Tax Department (hereinafter referred as ITD ) had been filed on 07.02.2018 in which it is submitted that with regard to the Transferor No. 4 Company that the revenue receipts are nil for the assessment Year, while borrowing is huge i.e. in Crores. It is noted that the Petitioner has replied to the objections raised by the ITD and submitted that the Transferor Company No. 4 is facing losses from last few years and therefore has decided to merge with the group companies. Further, it is submitted that as per the audited financials there are no borrowings which run in crores and that the transferor No. 4 Company has filed balance sheet and profit and loss as on 31.03.2017 - It is further noted that the Petitioner Companies have duly complied with all the Accounting standards applicable thereto. The Petitioner Companies have obtained necessary certificates from their respective Auditors certifying that the Accounting Treatment under the Scheme is found to be ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ly, 1991 under the provisions of Companies Act, 1956 (hereinafter referred as Act 1956 ) in the National Capital Territory of Delhi under the Company Identification Number (hereinafter referred as CIN ) U65993DL1991PTC045050. The Registered Office of the Transferor No. 1 Company is situated at Cabin No. -5, First Floor, R-10, Green Park Mam, New Delhi-110016. The Transferor No. 1 Company is carrying on the business of multidisciplinary consultancy, liaison representation, business development and all transaction related consultancy and advisory to foreign and Indian companies, firms, associations, societies and individuals engaged in and interested in inbound to or outbound investment and in business of strategic investment etc. The details of the main objects of the Transferor No. 1 Company are set out in the Memorandum of Association (hereinafter referred as MOA ) of the company. 4. The Transferor No. 2 Company was incorporated on 24th July, 1991 under the provisions of the Act, 1956 in the National Capital Territory of Delhi under the CIN U65993DL1991PTC045071. The Registered Office of Transferor No. 2 Company is situated at 20-B, Pocket-A-3, Mayur Vihar, Phase-Ill, New De ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Capital Territory of Delhi under the CIN U74899 DL1993PTC055869 in the name and style of Roopali Overseas Pvt. Ltd. Thereafter name was changed to SGS Music Entertainment Pvt. Ltd on 27th August, 2004. Finally name was changed to present name of SGS Entertainment Pvt. Ltd on 30th April, 2008. The Registered Office of the Transferor No. 5 Company is situated at R-10, Green Park Main, New Delhi-110016. The Transferor No. 5 Company is carrying on the business of hotels, restaurants, cafes, holiday camps, resorts, taverns, beer-houses, refreshment rooms, night clubs, cabarets and swimming pools etc. The details of the main objects of the Transferor No. 5 Company are set out in the MOA of the company. 8. The Transferor No. 6 Company was incorporated on 29th January, 2008 under the provisions of the Act, 1956 in the National Capital Territory of Delhi under the CIN No. U55101DL2008PTC173299. The Registered Office of the Transferor No. 6 Company is situated at A-255, Defence Colony, New Delhi-110024. The Transferor No. 6 Company is carrying on the business of hotels, motels, restaurant, resorts, cafes, beerhouse, refreshment rooms and lodging house keeps, wine, beer and spirits merc ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... st, of the Directors of the Petitioner Companies also does not adversely affect either to rights, or interest of any creditors or to shareholders of the Petitioner Companies in any manner. 13. The Regional Director (hereinafter referred as RD ), Northern Region, MCA, to whom notice was sent has filed his affidavit and has filed its affidavit dates 12.01.2018 wherein it is submitted that the Transferor and Transferee Companies are regular in filing statutory return. It is further noted that no prosecution has been filed and no investigation/inspection proceedings are conducted against any of the Petitioner Companies. It is further observed that the objects of the Petitioner companies is different and any change in the main object and the name of the Transferee Company shall be automatic and compliances are to be made as per the provisions of Companies Act, 2013 and Rules. 14. The Official Liquidator (hereinafter referred as OL ) has filed a report dated 18.01.2018, wherein it is submitted that he has not received any complaint against the Scheme from any person/party interested in the Scheme in any manner and that the affairs of the Transferor Companies do not appear to have ..... X X X X Extracts X X X X X X X X Extracts X X X X
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