TMI Blog2020 (9) TMI 705X X X X Extracts X X X X X X X X Extracts X X X X ..... he Scheme with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable, if any, on the same within 60 working days from the date of the receipt of the certified copy of the Order, for the purpose of adjudication of stamp duty payable. - C.P. (CAA)/ 4311/MB/2019 In C.A. (CAA)/609/MB/2019 - - - Dated:- 24-1-2020 - Hon ble Smt. Suchitra Kanuparthi, Member (Judicial) and Hon ble Shri. V. Nallasenapathy, Member (Technical) For the Petitioner : Mr. Ajit Singh Tawar i/b Ajit Singh Tawar Co., Advocates for Petitioners For the Regional Director: Ms. Rupa Sutar, Deputy Director ORDER Per : V. Nallasenapathy, Member ( Technical ) 1. Heard the learned Counsel for the Petitioner Companies. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... itioner Company is engaged in the business of manufacture of acrylic sanitary ware, liquid detergents and trading in building materials, and the Second Petitioner Company is engaged in the business of trading in building materials. 7. The Learned Counsel for the Petitioner Companies further submits that the Second Petitioner Company has made an application to Reserve Bank of India on 25th April, 2018 for the grant of Certificate of Registration to carry on the business of Non-Banking Financial Institution without accepting deposits and the Certificate of Registration for the same was issued to the Second Petitioner Company on 19th October, 2018 and as per the intimation dated 25th October, 2018 received from the Reserve Bank of India the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he Hon ble NCLT. In paragraph IV of the said Report, the observation of the Regional Director on the proposed Scheme to be considered by the Hon ble NCLT are stated as under: a) In addition to compliance of AS-14 (IND AS-103), the Transferee Company shall pass such accounting entries which are necessary in connection with the scheme to comply with other applicable Accounting Standards such as AS-5 (IND AS-8) etc. b) As per Part-A-Definitions Clause 1(1.1.2, 1.1.5 1.1.6) of the Scheme. Appointed Date means 01st April, 2018 for the purposes of Section 232(6) of the Companies Act, 2013 and Scheme shall be effective from aforesaid date; Effective Date means the dates on which the certified / authenticated copies of the Order of th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on and Company Petition, are one and same and there is no discrepancy/any change/changes are made, for changes if any, liberty be given to Central Government to file further report if any required. e) The Petitioners under provisions of section 230(5) of the Companies Act, 2013 have to serve notices to concerned authorities which are likely to be affected by Amalgamation. Further, the approval of the scheme by this Hon ble Tribunal may not deter such authorities to deal with any of the issues arising after giving effect to the scheme. The decision of such Authorities is binding on the Petitioner Company(s). f) As Transferee Company is registered NBFC Company with RBI copy of the order sanctioning the scheme shall be filed with RBI wit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ction 232(3)(i) of the Companies Act, 2013 as regards to Combination of the Authorized capital. d. In so far as the observation made in paragraph IV(d) of the Report of Regional Director is concerned, the Petitioner Companies through their Counsel confirm, that the Scheme enclosed to the Company Scheme Application and the Scheme enclosed to the Company Scheme Petition are one and same and there is no discrepancy or deviation. e. In so far as the observation made in paragraph IV(e) of the Report of Regional Director is concerned, the Petitioner Companies through their Counsel state, that sanction of the Scheme by the National Company Law Tribunal, Mumbai Bench will not deter any authorities to deal with any of the issues arising af ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ulfilled, Joint Company Scheme Petition No. C.P. (CAA)/4311/MB/2019 filed by the Petitioner Companies are made absolute in terms of prayer clause (a) of the Joint Company Scheme Petition. 16. Petitioner Companies are directed to lodge a certified / authenticated copy of this Order and the Scheme with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable, if any, on the same within 60 working days from the date of the receipt of the certified copy of the Order, for the purpose of adjudication of stamp duty payable, if any on the above. 17. Petitioner Companies are directed to lodge a certified copy of this Order along with the copy of Scheme of Merger by Absorption with the concerned Registrar of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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