TMI Blog2019 (5) TMI 1803X X X X Extracts X X X X X X X X Extracts X X X X ..... enapathy, Member (Technical) For the Petitioner(s): Mr. Hemant Sethi i/b Hemant Sethi Co ORDER Bhaskara Pantula Mohan, 1. The Counsel for the Applicant Companies states that the present Scheme is a Composite Scheme ofMerger by Absorption of wholly owned subsidiaries namely, Sapient Consulting Private Limited (Transferor Company 1), I-Strat Software Private Limited (Transferor Company 2), Neev Information Technologies Private Limited (Transferor Company 3) by the holding company namely TLG India Private Limited (Transferee Company) and their respective shareholders under the provisions of Sections 230 to 232 of the Companies Act, 2013. 2. The Counsel for the Applicant Companies further submits that: a. Transfer ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... engaged in the business of providing a range of communication services which primarily relates to advertising by creative and production work, media planning and buying, digital designing, marketing services, advertising projects, strategic consulting and public relation services. c. Transferor Company 1 is engaged in the business of providing Software Development and Technology Consulting services from its various units. d. Transferor Company 2 is engaged in providing a range of interactive media services which primarily includes search engine marketing (SEM), search engine optimization (SEO), web design development, web analytics, social media marketing and advertising. e. Transferor Company 3 is engaged in providing a range o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ts further submit that in the Second Applicant Company there are 2 equity shareholders. Both the Equity Shareholders have given consent affidavits which are annexed as Annexures- Q1 Q2. 7. The Counsel for the Applicants further submit that in the Third Applicant Company there are 2 equity shareholders. Both the Equity Shareholders have given consent affidavits which are annexed as Annexures- S1 S2. 8. The Counsel for the Applicants further submit that in the Fourth Applicant Company there are 2 equity shareholders. Both the Equity Shareholders have given consent affidavits which are annexed as Annexures- U1 U2 . 9. In view of the fact that the shareholders of the First, Second, Third and Fourth Applicant Companies have giv ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s, Mumbai with a direction that they may submit their representations, if any, within a period of thirty days from the date of receipt of such notice, to the Tribunal with copy of such representations shall simultaneously be served upon the First Applicant Company, failing which, it shall be presumed that the authorities have no representations to make on the proposals. 13. That the Second Applicant Company is directed to serve notices along with copy of scheme upon:- (i) concerned Income Tax Authority within whose jurisdiction the Second Applicant Company‟s assessments are made (Pan No. AABCI1032L) (ii) the Central Government through the office of Regional Director, Western region, Mumbai and (iii) Registrar of Companies, Mumbai w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... may submit their representations, if any, within a period of thirty days from the date of receipt of such notice, to the Tribunal with copy of such representations shall simultaneously be served upon the Second Applicant Company, failing which, it shall be presumed that the authorities have no representations to make on the proposals. 16. The First, Second and Third Applicant Companies are also directed to serve notice along with a copy of the Scheme upon the Official Liquidator, attached to High Court, at Mumbai. M/s Dalal and Kala Associates, Chartered Accountant is appointed to assist the Official Liquidator to scrutinize the books of accounts of the First, Second and Third Applicant Companies for the last three years. The fees of the ..... X X X X Extracts X X X X X X X X Extracts X X X X
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