TMI Blog2016 (3) TMI 292X X X X Extracts X X X X X X X X Extracts X X X X ..... ompanies, Mr. Kshitij Amin, learned Central Government Standing Counsel for 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 and having considered the Scheme of Amalgamation together with the relevant documents on record, this Court considers it appropriate to grant sanction to the present Scheme of Amalgamation. - COMPANY PETITION NO. 427, 428 of 2015, COMPANY APPLICATION NO. 352, 353 of 2015 - - - Dated:- 25-2-2016 - SMT. ABHILASHA KUMARI, J. FOR THE PETITONER : MR. NAVIN K PAHWA, ADVOCATE FOR THAKKAR AND PAHWA, ADVOCATES, ADVOCATE FOR THE RESPONDENT : MR. KSHITIJ AMIN, CENTRAL GOVERNMENT STANDING COUNS ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... editors. 4 Smart Guard Systems Private Limited, another Transferor Company, filed Company Application No. 353 of 2015, seeking dispensation of the meetings of the Equity Shareholders and Unsecured Creditors of the petitioner company. It is reported that there are no Secured Creditors of the petitioner-company. By an order dated 6.11.2015, passed in Company Application No. 353 of 2015, this Court ordered dispensation of the meetings of the Equity Shareholders and the Unsecured Creditors. 5 The petitioners, thereafter, filed Company Petition No. 427 and 428 of 2015, respectively, seeking sanction of the Scheme of Amalgamation. By separate orders dated 9.12.2015, this Court admitted the petitions and directed the issuance of notice to th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Income Tax Department. According to the Regional Director, the petitioner Companies may be directed to undertake compliance of the Income Tax Act and Rules. 8 In response to the affidavit of the Regional Director dated 28.1.2016, the petitioner-Transferor Companies in Company Petition No. 427 and 428 of 2015, have filed their response by a common affidavit dated 6.2.2016, giving an explanation to the observations of the Regional Director. With regard to the first observation, it is submitted that if Clause 11 of the Scheme is read as a whole, it becomes clear that the Petitioner-companies have, in fact, complied with requirements of AS14. Without prejudice, it is submitted that the Petitioner-companies undertake to abide by the provisio ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... udicial to the interest of their members or to the public interest. The Official Liquidator has, however, requested this Court to direct the petitioners to preserve their books of accounts, papers and records and not to dispose of the records without the prior permission of the Central Government u/s. 396A of the Companies Act,1956. 13 Having heard Mr. Navin K Pahwa, learned Counsel for the petitioner companies, Mr. Kshitij Amin, learned Central Government Standing Counsel for 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 and having considered the Scheme of Amalgamation together with the relevant documents on re ..... X X X X Extracts X X X X X X X X Extracts X X X X
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