9911796707
TMI Blog2022 (1) TMI 22X X X X Extracts X X X X X X X X Extracts X X X X ..... he 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 - upon considering the approval accorded by the members and creditors of the Petitioner companies to the proposed Scheme, and the affidavits filed by the Regional Director, Northern Region, Ministry of Corporate Affairs and the report of official liquidator, there appears to be no impediment in sanctioning the present Scheme. Application allowed. - Company Petition CAA-75/(ND)/2020 - - - Dated:- 16-12-2021 - P.S.N. Prasad, Member (J) And Rahul Bhatnagar, Member (T) For the Appellant : Rajeev Goel Associat ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... this Bench, vide Company Application (CAA) No. 61/(ND)/2020 and based on such joint application, moved under Sections 230-232 of the Companies Act, 2013, the meetings of Equity Shareholders of the Applicant Companies and Unsecured Creditors of the Transferee companies, were dispensed with, vide order dated 23.10.2020 passed by this Hon'ble Tribunal. 6. The Applicant Companies were directed to carry out publication in the newspapers. It is seen from the records that the petitioners have filed an Affidavit dated 12.01.2021 affirming compliance and discloses that the applicants have effected publication in 'Business Standard' English edition as well as in 'Business Standard' Hindi edition, both dated 25.12.2020. In addi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ime. In the light of the above and in the terms of the provisions of Section 230(5) of the Companies Act, 2013, this office has no adverse observations, to the extent of the proposed scheme of Amalgamation/Arrangement within the relevant provisions of Companies Act, 2013. 10. The Official Liquidator has filed his report dated 07.04.2021, wherein no specific objection has been raised against the approval of the Scheme. It is submitted in the report that the official liquidator has not received any complaint against the proposed Scheme from any person/party interested in the Scheme in any manner and that the affairs of all the transferor companies do not appear to have been conducted in a manner prejudicial to the interest of its members ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... eme, 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. i. It has also been affirmed in the petition that the Scheme is in the interest of all the transferor companies and the transferee company, including their shareholders, creditors, employees and all concerned. ii. 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 affidavits filed by the Regional Director, Northern Region, Ministry of Corporate Affairs and the report of official liquidator, there appears to be no impediment in sanctionin ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ut further act or deed, to the transferee company and accordingly the same shall, pursuant to Section 232 of the Act, be transferred to and become the liabilities and duties of the transferee company; and 4. That all proceedings now pending by or against the Transferor Companies, be continued by or against the transferee company; and 5. That all the employees of 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 Companies on the said date ..... X X X X Extracts X X X X X X X X Extracts X X X X
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