9911796707
TMI Blog2020 (1) TMI 1269X X X X Extracts X X X X X X X X Extracts X X X X ..... ions) Rules, 2016 and the National Company Law Tribunal Rules, 2016, for the purpose of the approval of the Scheme of Amalgamation of both the transferor companies with the transferee company. Copy of the said Scheme of Amalgamation (hereinafter referred as "Scheme") has been placed on record. 2. The "Transferor Company No. 1", M/s. Ujjwal Realtors Private Limited was incorporated on 25.03.2004 under the provisions of Companies Act, 1956, having its registered office situated at C-62, DSIDC, Flatted Factory Complex, Kalyanpuri, New Delhi-110091. 3. The "Transferor Company No. 2", M/s. AMK Real Estates Private Limited was incorporated on 27.06.2005 under the provisions of Companies Act, 1956, having its registered office situated at, C-62, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 28.05.2019. A perusal of the affidavit discloses that the petitioners have effected the newspaper publication as directed in one issue of the 'Business Standard' English edition on 22.06.2019 as well as in 'Business Standard' Hindi edition on 22.06.2019 in relation to the date of hearing of the petition. Further, the affidavit also discloses that copies of petition have been duly served to the Registrar of Companies, Regional Director, Northern Region, Official Liquidator and Income Tax Department in compliance of the order and in proof of the same acknowledgement made by the respective offices have also been enclosed. 8. The Regional Director has filed its representation on 09.07.2019 in which it is stated that the transfe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... as no representation to be made in respect of the Scheme. Therefore, inference can be taken that the Department of Income Tax has no observation against the Scheme. 12. Be that as it may, it is however clarified that there shall be no limitation on the power of the Income tax Department for recovery of pending Income Tax dues, including imposition of penalties etc. from all the petitioner companies as provided in law. 13. In the joint petition it has also been affirmed that no proceeding for inspection, inquiry or investigation under the provisions of the Companies Act, 2013 or under provisions of Companies Act, 1956 is pending against the Petitioner Companies. 14. Certificates of respective Statutory auditors of all the petitioner compa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... statutory provisions and the Rules. 18. It has also been affirmed in the petition that Scheme is in the interest of Transferor Companies and the transferee company including their shareholders, creditors, employees and all concerned. 19. In view of the foregoing, upon considering the approval accorded by the members and creditors of the Petitioner companies to the proposed Scheme, and the report filed by the Regional Director, Northern Region, Ministry of Corporate Affairs, official liquidator and the report filed by Income Tax Department and in the absence of any objection against the Scheme; there appears to be no impediment in sanctioning the present Scheme. 20. Consequently, sanction is hereby granted to the Scheme under Section 230 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Act, be transferred to and become the liabilities and duties of the transferee company; and iv. That all proceedings now pending by or against any of the Transferor Companies, be continued by or against the transferee company; and v. That all the employees of both the Transferor Companies, in service, on the date immediately preceding the date on which the scheme takes effect, i.e. the effective date shall become the employees of the transferee company on such date without any break or interruption in service and upon terms and condition not less favorable than those subsisting in the concerned Transferor Company on the said date. vi. That Petitioner companies shall within thirty days of the date of the receipt of this order cause a ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
