9911796707
TMI Blog2016 (2) TMI 2X X X X Extracts X X X X X X X X Extracts X X X X ..... Company Private Limited, Vinodchandra Doshi Investment Company Private Limited and V.H.Doshi & Sons Investment Company Private Limited with Echjay Industries Private Limited and their respective shareholders and creditors. 2. Echjay Industries Private Limited, the Transferee Company, filed Company Application No.368/2015, seeking dispensation of the meeting of the Equity Shareholders. The petitioner submitted that this being the Transferee Company, the meeting of the Creditors is not required to be held. By an order dated 30.11.2015, passed in Company Application No.368/2015, this Court ordered dispensation of the meeting of the Equity Shareholders and further ordered that this being the Transferee Company, the meeting of the Creditors is ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... dated 30.11.2015, passed in Company Application No.372/2015, this Court ordered dispensation of the meeting of the Equity Shareholders. It is reported that there are no creditors of the petitionerCompany. 7. M/s.V.H.Doshi & Sons Investment Company Private Limited, the Transferor Company, filed Company Application No.373/2015, seeking dispensation of the meeting of the Equity Shareholders of the petitionerCompany. By an order dated 30.11.2015, passed in Company Application No.373/2015, this Court ordered dispensation of the meeting of the Equity Shareholders. It is reported that there are no creditors of the petitionerCompany. 8. It is submitted that all the Transferor companies are registered NBFCs with RBI and all the Transferor Companie ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ange Ratio, the working sheets for calculation of the share exchange ratio are not submitted. The second observation made by the Regional Director is with regard to the compliance of the Guidelines issued by RBI, from time to time. The third observation made by the Regional Director is with regard to the comments from the Income Tax Department. The report records that the office of the Regional Director has not received any adverse comments from the Income Tax Department. It is, however, stated in the report that the petitioner Companies may be directed to undertake the compliance of the Income Tax Act and Rules. 13. In response to the affidavit of the Regional Director dated 13.01.2016, the petitioner Transferee Company has filed an affid ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , and without prejudice to the above, the petitioner company submits that it would undertake the compliance of the Income Tax Act and the Rules made thereunder. 16. The Official Liquidator has filed separate reports dated 15.01.2016, in each of the Transferor Companies, making one observation which is with regard to the difference in amount of TDS. The Official Liquidator has requested this Court to direct the petitioner Transferor Companies to give a clarification on the observation/opinion of the Chartered Accountants with regard to difference in balances in three Mutual Funds Portfolio Accounts. 17. In response to the report of the Official Liquidator, each of the Transferor Companies have filed their separate affidavits dated 19.01.20 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rest. The Official Liquidator has, however, requested this Court to direct the petitionerTransferor Companies to preserve their books of accounts, papers and records and not to dispose of the records without the prior permission of Central Government under Section396A of the Companies Act, 1956. 19. Having heard Mr.Navin K. Pahwa, learned counsel for the petitioner companies, Mr.Kshitij Amin, learned Central Government Standing Counsel on behalf of Mr.Devang Vyas, learned Assistant Solicitor General of India for the Regional Director and upon perusal of the reports of the Official Liquidator and the Regional Director, the reply filed on behalf of the petitioners and having considered the Scheme of Amalgamation together with the relevant do ..... X X X X Extracts X X X X X X X X Extracts X X X X
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