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TMI Blog2021 (6) TMI 63X X X X Extracts X X X X X X X X Extracts X X X X ..... CAA)/66/MB/2020 - - - Dated:- 27-5-2021 - Janab Mohammed Ajmal, Hon ble Member (Judicial) And Mr. Ravikumar Duraisamy, Hon ble Member (Technical) For the Applicants : Mr Ahmed M Chunawala, i/b Rajesh Shah Co, Advocates ORDER Per : Ravikumar Duraisamy, Member Technical 1. The sanction of the Tribunal is sought under Sections 230 to 232 of the Companies Act, 2013 (the Act) and other relevant provisions of the Act and the rules framed there under for the Scheme of amalgamation (the Scheme) of the Companies with the Transferee Company. 2. Heard the Learned Counsel for the Petitioner Companies. No objector has come before this Tribunal to oppose the Scheme and nor has any party controverted any averments made in the P ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... b-lessee, constructors, re-builders, re-constructors, contractors, subcontractors, government or semi-government contractors, civil and mechanical engineers, demolishers, dismantlers, restorers, erectors, architects, surveyors, decorators, engineers, designers, laterals, conductors, improvers, run, maintain, repairers, dealers in real estate business. 6. The rationale for the Scheme inter alia, is that all the Companies are under the same management. The management is of the opinion that the merger will lead to synergy of operations and more particularly the following benefits: a. Simple corporate structure and eliminate duplicate corporate procedures and consolidation of all the undertakings in order to enable effective management an ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 2020. Thereafter, the Regional Director, Western Region had filed their Supplementary Report on 07.12.2020. In paragraph IV of the said Report, the Regional Director has stated that: a) In compliance of AS--14 (IND AS-103), the Petitioner Companies shall pass such accounting entries which are necessary in connection with the scheme to comply with other applicable Accounting Standards such as AS-5(IND AS8) etc. b) As per Definition of the Scheme. The Appointed Date means the 16th Dec, 2019 or such other date as the National Company Law Tribunal or other competent authority may otherwise direct/fix. The Effective Date or Coming into effect of this Scheme means the date on which certified copies of the Order(s) of the Nat ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cision of such Authorities is binding on the Petitioner Company(ies). f) Hon'ble NCLT may kindly direct the petitioners to file an affidavit to the extent that the Scheme enclosed to Company Application Company Petition, are made and same and there is no discrepancy/any change/changes are made. g) That the Petitioner Companies are engaged in the business of real estate, hence, the petitioner company may be directed to comply/clarify the applicability of Real Estate Regulation and Development Act, 2016 (RERA) with Maharashtra Rules and Regulations 2017. 8. So far as the observation in paragraph IV (a) of the Report of the Regional Director is concerned, the Learned Counsel for the Petitioner Companies submits that in a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... that the decision of authorities is binding on the Petitioner Company (ies). 13. So far as the observation in paragraph IV (f) of the Report of the Regional Director is concerned, the Learned Counsel for the Petitioner Companies submits that the Petitioner undertakes that Scheme enclosed to the Company Application and the scheme enclosed to the Company Petition are one same there is no discrepancy or deviation. 14. So far as the observation in paragraph IV (g) of the Report of the Regional Director is concerned, the Petitioner Companies submit that they are not registered under Real Estate Regulation and Development Act, 2016 (RERA) and not carrying out any business of construction. Hence, applicability of RERA and relevant Rules a ..... X X X X Extracts X X X X X X X X Extracts X X X X
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