9911796707
TMI Blog2012 (12) TMI 801X X X X Extracts X X X X X X X X Extracts X X X X ..... are situated at New Delhi, within the jurisdiction of this Court. 3. Details with regard to the date of incorporation of Transferor and Transferee Company, their authorized, issued, subscribed and paid up capital have been given in the Petition. 4. Copies of the Memorandum and Articles of Association as well as the latest audited Accounts as at 31st March, 2012 of the Petitioner Transferor and Transferee Company have also been enclosed with the Petition. 5. Copies of the Resolutions passed by the Board of Directors of the Petitioner Company approving the Scheme of Amalgamation have also been placed on record. 6. It has been submitted that no proceedings under Sections 235 to 251 of the Companies Act, 1956 is pending against the Petitio ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Company and the Transferee Company. 9. The Petitioner Transferor Company and the Transferee Company have thereafter filed the present Petition seeking sanction of the Scheme of Amalgamation. Vide order dated September 04, 2012, 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 the 'Business Standard' (English, Delhi Edition) and 'Business Standard' (Hindi, Delhi Edition). Affidavit of Service and Publication has been filed by the Petitioners showing compliance regarding service of the Petition on the Regional Director, Northern Region and the Official Liquidator, and also regarding publication of citations in the aforesaid ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and the Petitioner Transferee Company filed his affidavit dated 13th December 2012, giving his following reply to the observations raised by the Ld. Regional Director: (i) That the Transferor Company had received three foreign inward remittances amounting to Rs.27,92,022/- as advance towards share subscription money from three Non Resident Indians, however, the inward remittances for the same were reported to New Delhi Regional Office of Reserve Bank of India beyond the prescribed time. (ii) That the Transferor Company had made allotment of 5129 shares to the Non Resident India on 25th March 2010 and the same was reported to New Delhi Regional Office of Reserve Bank of India beyond the prescribed time. (iii) That the Transferor Company h ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and in terms of the Scheme, the whole or part of the undertaking, the property, rights and powers of the Transferor Company be transferred to and vest in the Transferee Company without any further act or deed. Similarly, in terms of the Scheme, all the liabilities and duties of the Transferor Company be transferred to the Transferee Company without any further act or deed. Upon the Scheme coming into effect, the Transferor Company shall stand dissolved without winding up. It is, however, clarified that this order will not be construed as an order granting exemption from payment of stamp duty or taxes or any other charges, if payable in accordance with any law; or permission/compliance with any other requirement which may be specifically re ..... X X X X Extracts X X X X X X X X Extracts X X X X
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