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TMI Blog2021 (12) TMI 1157X X X X Extracts X X X X X X X X Extracts X X X X ..... n Region, Ministry of Corporate Affairs, report filed by the official liquidator and the report filed by Income Tax Department and also as no objection from any quarter against the Scheme has been received; there appears to be no impediment in sanctioning the present Scheme. The scheme is sanctioned - application allowed. X X X X Extracts X X X X X X X X Extracts X X X X ..... CIN number U22211DL2008PTC175683. 5. Run Properties Private Limited, (hereinafter referred to as "Petitioner-47"Transferor Company-4") was incorporated on the 27.02.2008 under the provisions of the erstwhile Companies Act, 1956 as a private company having its registered office at A-60, Naraina Industrial Area, Phase-1, New Delhi-110028 with CIN number U45400DL2008PTC174652. 6. VNL Teleservices Private Limited, (hereinafter referred to as "Petitioner-5"/"Transferor Company-5") was incorporated on the 20.08.2008 under the provisions of the erstwhile Companies Act, 1956 as a private company-having its registered office at A-60, Naraina Industrial Area, Phase-1, New Delhi-110028 with CIN number U64201DL2008P ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ures Private Limited, (hereinafter referred to as "Petitioner-10"/"Transferee Company") was incorporated on the 19.04.2007 under the provisions of the erstwhile Companies Act, 1956 as a private company having its registered office at A-60, Naraina Industrial Area, Phase-1, New Delhi-110028 with CIN number U74999DL2007PTC162323. 12. That the present Petition has been filed jointly by all the Transferor Companies and Transferee Company. All the 'Transferor' and 'Transferee' Companies together are called 'Petitioner Companies' hereinafter. That the Registered offices of all the Companies being in Delhi, the jurisdiction lies with this Bench. 13. From the records, it is seen that the First Motion pe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... that the aforesaid Notices of the present Company Petition were published on 22.04.2020 in Business Standard (English) and Business Standard (Hindi) newspapers. The Petitioner Companies also served the Notices of the present Company Petition to all the statutory authorities. 16. The Appointed date as fixed for the Proposed Scheme of Amalgamation is 01.04.2019. 17. The Official Liquidator has filed its report dated 26.08.2021 wherein it is 3 stated that it has not received any complaint against the proposed Scheme of Amalgamation from any person/party interested 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... judicial function to examine entrepreneurial activities and their commercial decisions. It is well settled that the Tribunal evaluating the Scheme of which sanction is sought under Section 230-232 of the Companies Act of 2013 will not ordinarily interfere with the corporate decisions of companies approved by shareholders and creditors. 23. In the case of Hindustan Lever Employees Union Vs. Hindustan Lever Limited reported in (1995) 5 SCC 491, the three Judges Bench of Hon'ble Supreme Court held as under: "A company court does not exercise appellate jurisdiction over a scheme and its jurisdiction is limited to ascertaining fairness, justness and reasonableness of the Scheme and to ensure that neither any law has been violated or ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... f there is any deficiency found or, violation committed qua any enactment, statutory rule or regulation, the sanction granted by this court to the scheme will not come in the way of action being taken, albeit, in accordance with law, against the concerned persons, directors and officials of the petitioners. iii. While approving the Scheme as above, we further clarify that this order should not be construed as an order in any way granting exemption from payment of stamp duty, taxes or any other charges, if any, and payment in accordance with law or in respect to any permission/compliance with any other requirement which may be specifically required under any law. 27. THIS TRIBUNAL DO FURTHER ORDER AS UNDER: i. All the Transferor Compani ..... X X X X Extracts X X X X X X X X Extracts X X X X
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