9911796707
TMI Blog2021 (2) TMI 719X X X X Extracts X X X X X X X X Extracts X X X X ..... brus Commodities Limited, 27/540, III Floor, EAK Towers, Main Avenue, Panampilly Nagar, Kochi- 682 036. The Petitioners sought the following reliefs: - a) That the said Arrangement as embodied in the Scheme of Demerger between Commodity Online (India) Limited (Transferor Company) and Celebrus Commodities Limited (Transferee Company) be sanctioned under Section 230 to 232 of the Companies Act, 2013 by this Bench with or without modification and declare the same to be binding on the Transferor Company and the Transferee Company and also their respective members/shareholders and creditors and also all other Agencies, Departments and Authorities of the Central, State and any other local authorities; b) That liberty be reserved to the Petiti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nies (Compromises, Arrangements and Demergers) Rules, 2016. 4. Conditionality of the Scheme This Scheme is and shall be conditional upon and subject to: (i) The requisite consents, approvals or permissions of any Appropriate Authority (ies), which by law may be necessary for the implementation of the Scheme; (ii) The approval by the requisite majority of the shareholders and/or creditors (as may be required and/or to the extent not dispensed with by the Appropriate Authority (ies) of the Transferor Company and the Transferee Company, as required under Applicable Law(s); (iii) Approval by the National Company Law Tribunal; (iv) The certified copy of the order of the National Company Law Tribunal sanctioning the Scheme being filed ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... esaid discussions and due appreciation of the facts and circumstances involved in this case and considering the arguments advanced by the learned counsel for the Petitioner, this Bench is of the view that the Scheme of Demerger placed before this Bench on 18.02.2020, can be sanctioned. Hence, this Tribunal Sanction the Scheme of De-merger between M/s. Commodity Online (India) Limited ("Demerged Company") with M/s. Celebrus Commodities Limited, 27/540, III Floor, EAK Towers, Main Avenue, Panampilly Nagar, Kochi- 682 036 ("the Resultant Company/ Transferee Company") and the Appointed Date of the Scheme is fixed as opening hours of 31st March, 2019. 10. From the materials placed on record, this Tribunal found that the Scheme of Demerger appea ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... o act on a certified copy of this order along with Scheme duly certified by the Deputy Registrar or the Assistant Registrar, as the case may be, of National Company Law Tribunal, Kochi Bench. 16. Any person interested shall be at liberty to apply to the Tribunal in the above matter for any direction that may be necessary. 17. Any concerned Authority (i.e., RD, ROC, OL, Income Tax Authority etc.) is at liberty to approach this Tribunal for any clarification/directions under this Scheme of Demerger. 18, The sanctioning of this Scheme of Demerger shall not deter any concerned Authority (i.e., RD, ROC, OL, Income Tax Authority etc.) from assessing transactions arising out of this Scheme of Demerger, if need be. 19. With the above order, CP( ..... X X X X Extracts X X X X X X X X Extracts X X X X
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