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TMI Blog2015 (5) TMI 1239X X X X Extracts X X X X X X X X Extracts X X X X ..... ies Act, 1956. The petitioner companies will comply with the statutory requirements in accordance with law. Certified copy of this order be filed with the Registrar of Companies within 30 days. Petition allowed. - Company Petition No. 608/2014 - - - Dated:- 25-5-2015 - Sudershan Kumar Misra, J. Through Mr. Shankh Sengupta and Ms. Srishti Jain, Advocates for the Petitioners. ORDER SUDERSHAN KUMAR MISRA, J. 1. This joint petition has been filed under Sections 391(1), 393 394 of the Companies Act, 1956 by the petitioner companies seeking sanction of the Scheme of Amalgamation of GL Software Limited (hereinafter referred to as the transferor company no. 1) and IP Unity Communications Limited (hereinafter ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ts name to IP Unity Communications Limited and obtained the fresh certificate of incorporation on 22nd November, 2013. 5. The transferee company was originally incorporated under the Companies Act, 1956 on 27th December, 2000 with the Registrar of Companies, NCT of Delhi Haryana at New Delhi under the name and style of EB Provider India Private Limited. The company changed its name to IndusLogic India Private Limited and obtained the fresh certificate of incorporation on 7th May, 2003. The company again changed its name to GlobalLogic India Private Limited and obtained the fresh certificate of incorporation on 3rd October, 2006. The company finally changed its name to GlobalLogic India Limited and obtained the fresh certificate of in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... f consolidation of financial resources, managerial, technical and marketing expertise of the transferor companies and the transferee company shall be available to the amalgamated entity. It is further claimed that the proposed amalgamation would result in enhanced potential for increase in revenues and profits for the amalgamated entity and its shareholders. 11. So far as the share exchange ratio is concerned, the Scheme provides that, upon coming into effect of this Scheme, the transferee company shall issue and allot equity shares to the shareholders of the transferor companies in the following ratio: 01 equity share of Rs.10/- each of the transferee company fully paid up for every 93 equity shares of Rs.10/- each held in the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sanction of the Scheme of Amalgamation. Vide order dated 1st October, 2014, notice in the petition was directed to be issued to the Regional Director, Northern Region, and the Official Liquidator. Citations were also directed to be published in 'Business Standard' (English) and (Hindi) editions. Affidavit of service has been filed by the petitioners showing compliance regarding service on the Official Liquidator and the Regional Director, Northern Region and also regarding publication of citations in the aforesaid newspapers on 30th October, 2014. Copies of the newspaper clippings containing the publications have been filed along with the said affidavit. 16. Pursuant to the notices issued, the Official Liquidator sought inform ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... issolved without the process of winding up. 18. No objection has been received to the Scheme of Amalgamation from any other party. The petitioner companies, in the affidavit dated 22nd April, 2015 of Mr. Ranji Srivastava, authorized signatory of the petitioner companies, have submitted that neither the petitioner companies nor their counsel have received any objection pursuant to the citations published in the newspapers on 30th October, 2014. 19. Considering the approval accorded by the equity shareholders of the petitioner companies to the proposed Scheme of Amalgamation and the affidavits filed by the Regional Director, Northern Region, and the Official Liquidator not raising any objection to the proposed Scheme of Amalgamatio ..... X X X X Extracts X X X X X X X X Extracts X X X X
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