TMI Blog2020 (11) TMI 682X X X X Extracts X X X X X X X X Extracts X X X X ..... oday. 2. Learned Counsel appearing for the Applicant Companies states that the Scheme of Arrangement for the demerger of the Demerger Undertaking from Hotel Suba Palace Private Limited ( First Applicant/ Transferor Company ) to vest/transfer in/to Click Hotels Private Limited ( Second Applicant/Transferee Company ) ( Scheme ) and their respective Shareholders. 3. Learned Counsel for the Applicant Companies states that the Board of Directors of the First Applicant Company and Second Applicant Company have approved the Scheme at their respective Board Meetings held on June 17, 2020. 4. Learned Counsel for the Applicant Companies states that the Appointed Date of the Scheme is July 1, 2020, and the Effective Date is such date as may b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ness activities are different. (4) Thus separation of Investment undertaking, by way of scheme, would lead to significant benefits for both business activities including: (a) enhanced strategic flexibility and (b) enhanced dedicated management focus to accelerate growth of both business activities; (5) the demerger will enable potential investors to separately hold investments which best suit their investment strategies and risk profiles; (6) the demerger will provide varied source of funds for the rapid growth of both business activities; and and (7) the demerger of Demerged Undertaking would result in issuance of equity shares to the shareholders of the Company by the Transferee Company, thereby, resulting in unlocking and maximizing shar ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... for holding of meeting and notice. There are no secured creditors in the Second Applicant Company. Hence, the meeting of secured creditors of the First Applicant Company and Second Applicant Company are dispensed with. 11. The Learned Counsel for the Applicant Companies submits that the First Applicant Company 12 (Twelve) Unsecured Creditors (constituting approximately 96 % of value unsecured creditors of the First Applicant Company) have given consent and approval for the Scheme annexed at Exhibit C(1) to C(12). Similarly, the Second Applicant Company 2 (Two) Unsecured Creditors (constituting approximately 97 % of total number of unsecured creditors of the Second Applicant Company) have given consent and approval for the Scheme annex ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... idator to scrutinize the books of accounts of the Applicant Company and submit its report to the Tribunal. If no representation/objection is received by the Tribunal from the Official Liquidator, High Court, Bombay within a period of 30 (Thirty) days from the date of receipt of such notice, it will be presumed that the Official Liquidator has no objection to the proposed Scheme. 14. The Applicant Companies shall host the notices along with a copy of the Scheme on their respective websites, if any. 15. The Applicant Companies to file proof of compliance electronically with regard to the directions issued in the paragraphs above and to report to this Tribunal that the directions regarding the issue of notices, hosting on the websites ha ..... X X X X Extracts X X X X X X X X Extracts X X X X
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