9911796707
TMI Blog2019 (10) TMI 1406X X X X Extracts X X X X X X X X Extracts X X X X ..... nts and Amalgamations) Rules, 2016. The present petition has been filed by the Petitioner Companies named above for the purpose of the approval of the Scheme of Arrangement, as contemplated between the Companies and its Shareholders by way of Amalgamation Of Transferor Company with the Transferee Company. 2. As per the Scheme of Amalgamation (in short, 'Scheme'), Transferor Company is proposed to get merged with "Freecharge Payment Technologies "Private Limited" (hereinafter referred to as {Transferee Company') as a going concern. 3. The Transferee Company is falling within the jurisdiction of this bench. The other necessary requirements have also been fulfilled as per the Order dated 30.07.2018 passed by New Delhi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... not have any adverse observation/remark against the Scheme under consideration. In the Representation Affidavit filed by RD he has observed in Para 9 as follows:- 'Refer to Clause 7 of the proposed Scheme, the Transferee Company may kindly be directed to comply With the provision of section 232(3)(b)(i) and 233 (11) r/w (12) of the Act of Companies Act, 2013. Also, no prosecution has been filed against the Petitioner companies and no technical scrutiny or inspection is pending. 6. The report of Income Tax department had been filed on 10.10.2019 in which no objection is given to the merger under consideration. The I.T. observation is only with regard to the Transferee Company which is falling under jurisdiction of this Tribunal. 7. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... carrying on the business activities of the Transferor Company, pursuant to Section 13 of the Act and other applicable provisions thereof. 11. On the Scheme becoming effective, the Transferor Company shall be dissolved without any further act, deed or instrument, without going through the process of winding up and shall be succeeded by the Transferee Company. 12. There is no additional requirement for any modification and the Scheme of Amalgamation appears to be (air and reasonable and is not contrary to public policy and not violative of any provisions of law. All the statutory compliances have been made under Sections 230 to 232 of the Companies Act, 2013. 13. Taking into consideration the above facts, the Company Petition is allowed a ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
