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TMI Blog2013 (10) TMI 196X X X X Extracts X X X X X X X X Extracts X X X X ..... ologies India Private Limited (hereafter referred to as „Transferor company 1') and Microchip Technology (Inida) Private Limited (hereafter referred to as „Transferee company'). A copy of the Scheme has been enclosed with the petition. 2. The registered office of the Petitioner Transferor company 2 is situated within the National Capital Territory of Delhi and within the jurisdiction of this Court. 3. Learned counsel for the Petitioner submits that the registered office of the Transferor company 1 and the Transferee company are situated in Bangalore, Karnataka. Accordingly, a similar company petition has been filed by the Transferor company 1 and the Transferee company, which is listed for hearing before the Hon'ble High Court ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r integration, financial strength and flexibility for the amalgamated entity in cash management of the amalgamated entity and unfettered access to cash flow generated by the combined business which can be deployed more efficiently. Also, improved organizational capability and leadership, arising from the pooling of human capital that has the diverse skills, talent and vast experience to compete successfully in an increasingly competitive industry. Further, the merger will be beneficial to the shareholders, creditors, and employees of the Petitioner Transferor company 2, the Transferor company 1 and the Transferee company. 9. So far as the exchange ratio is concerned, the Scheme provides that upon this Scheme coming into effect and in consi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 2 has thereafter filed the present petition seeking sanction of the Scheme. By order dated 2nd April 2013, notices of the petition were directed to be issued to the Regional Director („RD') and the Official Liquidator („OL'). Citations were also directed to be published in „The Indian Express' (English) and „Jansatta' (Hindi). An affidavit of service has been filed by the Petitioner showing compliance regarding service and also publication of citations in the abovesaid newspapers on 17th May 2013. Copies of the newspaper clippings containing the publications have been filed along with the said affidavit. 13. Pursuant to the notice issued, the RD has filed his affidavit dated 19th July 2013. Relying on Clause 5.1 of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cheme from any party. Mr. K.S. Pradhan, Dy. ROC for Regional Director and Mr. Rajiv Bahl, learned counsel for the OL states that they have no objection to the present Scheme being sanctioned. 17. In view of the approval accorded by the shareholders and creditors of the Petitioner, representations / reports filed by the RD and the OL to the proposed Scheme, there appears to be no impediment to the grant of sanction to the Scheme. Consequently, sanction is hereby granted to the Scheme under Sections 391 to 394 of the Act. Since, the registered office of the Transferor company 1 and the Transferee company is situated in the State of Karnataka, the second motion petition is pending adjudication before the Bangalore Bench of Karnataka High Cour ..... X X X X Extracts X X X X X X X X Extracts X X X X
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