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TMI Blog2020 (3) TMI 1328X X X X Extracts X X X X X X X X Extracts X X X X ..... eir respective shareholders. The Applicant Company is 100% subsidiary of the Transferee Company. 3. The Counsel for the Applicant Company submits that in so far as the transferee company is concerned an application will be filed within the Jurisdiction of the National Company Law Tribunal, Ahmedabad Bench where the registered office of the Transferee Company is situated . 4. The Counsel for the Applicant Company further submits that the Board of Directors of the Applicant Company approved the Scheme at their meeting held on 11th October 2019. 5. The Counsel for the Applicant further submits that the rationale for this Scheme is to reap the following benefits anticipated pursuant to amalgamation of the above-mentioned Companies: (a) The ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pplicant Company has obtained consent affidavit dated 11th March 2020 from the Transferee/ holding Company. In view of this, the meeting of the Equity Shareholders of the Applicant Company is hereby dispensed with. 7. The Counsel for the Applicant Company submits that there are no Secured Creditors in the Applicant Company, therefore the question of sending notices does not arise. 8. Further, since the Scheme is an arrangement between the Applicant Company and its shareholders in accordance with the provisions of section 230(1)(b) of the Companies Act, 2013, the meeting of the Unsecured Creditors is not required to be convened. In view of the fact that the rights of the Unsecured Creditors are not affected, the meeting of Unsecured Credit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ies Act, 2013 and as per rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. The Tribunal is appointing M/s Jitendra Chablani, Chartered Accountant to assist the Official Liquidator to scrutinise the books of accounts of the Applicant Company for the last five years and submit its report to the Tribunal. The Applicant Company to pay fees of Rs.2,00,000/- (Rupees two lakh only) all inclusive, towards professional fees of Chartered Accountant. If no representation is received by the Tribunal from Official Liquidator, High Court, Bombay, within a period of thirty days from the date of receipt of such notice, it will be presumed that Official Liquidator has no objection to the proposed Scheme. 12. The Applicant C ..... X X X X Extracts X X X X X X X X Extracts X X X X
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