TMI Blog2016 (5) TMI 519X X X X Extracts X X X X X X X X Extracts X X X X ..... ustrial Undertaking of Crystal Ceramic Industries Private Limited into Excellent Glass and Ceramic Private Limited. 2. Crystal Ceramic Industries Private Limited, Demerged Company, filed Company Application No. 374 of 2015 seeking dispensation of the meeting of the Equity Shareholders, while seeking directions to convene and hold the meetings of the Secured Creditors and Unsecured Creditors of the petitioner company. By an order dated 07.12.2015, passed in Company Application No.374 of 2015, this Court ordered the dispensation of the meeting of the Equity Shareholders, while issuing directions for convening the meetings of the Secured Creditors and Unsecured Creditors of the petitioner, to be held on 11.01.2016, at the registered office ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rman Reports would disclose that the Secured Creditors and Unsecured Creditors present in person or through proxy, in their respective meetings, have approved the Scheme of Arrangement by a majority above the statutory requirement. 5. Excellent Glass and Ceramic Private Limited, the Resulting Company, filed Company Application No.375 of 2015, seeking dispensation of the meetings of the Equity Shareholders and Unsecured Creditors of the petitioner company. The Petitioner further submitted that there are no Secured Creditors of the petitioner company. By an order dated 07.12.2015, passed in Company Application No.375 of 2015, this Court ordered the dispensation of the meetings of the Equity Shareholders and Unsecured Creditors of the petit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... m the Income Tax Department. It is stated in the report that the petitioner Company may be directed to undertake compliance of the Income Tax Act and Rules. 10. In response to the affidavit of the Regional Director dated 27.04.2016, the petitioner Resulting Company has filed an affidavit dated 02.05.2016 giving its response to the observations of the Regional Director. With regard to the first observation, it is submitted on behalf of the petitioner companies that the observation that the accounting treatment proposed in the Scheme is not as per the accounting principles, is based on a misconception and misreading of the applicable accounting principles. It is further submitted that though the Regional Director has not referred to any sp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nies that the Income Tax Department has not made any adverse comments. It is further submitted that as per the observation of the Regional Director, the Income Tax Department has informed the Regional Director that the case of the Demerged Company for the Assessment Year 201415 has been selected for scrutiny assessment and the tax liability will be finalized on completion of the assessment proceedings. It is further submitted that the Scheme already provides that any liability of the demerged Company, which is attributable to the Demerged Undertaking, shall stand transferred to the Resulting Company. The Resulting Company would thus be required to satisfy any demand of the Income Tax Department, subject to recourse to an appropriate appella ..... X X X X Extracts X X X X X X X X Extracts X X X X
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