Merger scheme procedure clarified: tribunal directs notice, publication, service, and compliance filings before sanction hearing.

In a second motion petition for sanction of a merger scheme under the Companies Act, 2013, the tribunal directed the procedural steps required before consideration of sanction. These included fixing the hearing date, publishing notice in specified newspapers, serving notice on the prescribed statutory authorities and objectors, and filing proof of service and compliance affidavits, including the auditor-related certificate required under the applicable rules. The petition was then listed for hearing for consideration of the scheme.

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Issues: Whether, in a second motion company petition for sanction of a scheme of merger, directions were required to fix the hearing date, direct newspaper publication, mandate service of notices on the statutory authorities and objectors, and require filing of proof of service and compliance certificates.

Analysis: The petition was taken up as a second motion under the amalgamation framework in the Companies Act, 2013 and the applicable rules. The order set out the procedural steps necessary before consideration of sanction, including fixation of the hearing date, publication in specified newspapers, service on the prescribed authorities, notice to objectors under the Act, filing of an affidavit of service, and compliance with the statutory provisos relating to the auditor's certificate.

Conclusion: The requested procedural directions were granted and the petition was listed for hearing for consideration of the scheme.

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