Tribunal approves Scheme of Amalgamation between Aikyam Holdings and Neelamangala Investments

The Tribunal granted the application under sections 230-232, 61, and 66 of the Companies Act, 2013 for a Scheme of Amalgamation between Aikyam Holdings Pvt. Ltd. and Neelamangala Investments and Holdings Pvt. Ltd. The meetings of Equity Shareholders, Secured Creditors, and Unsecured Creditors were dispensed with, and necessary orders for the proposed scheme were approved. The Tribunal directed the Applicant Companies to file the Second Motion within fourteen days from the Order date.

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Issues: Application under sections 230-232, 61, and 66 of the Companies Act, 2013 for Scheme of Amalgamation dispensing with various meetings.

Analysis:
1. Application and Reliefs Sought: The Applicant Company, Aikyam Holdings Pvt. Ltd., filed an application under sections 230-232, 61, and 66 of the Companies Act, 2013, seeking approval for the Scheme of Amalgamation with Neelamangala Investments and Holdings Pvt. Ltd. The application requested dispensation with meetings of Equity Shareholders, Secured Creditors, and Unsecured Creditors, and sought other necessary orders for the proposed scheme.

2. Supporting Affidavits: Affidavits supporting the application were sworn on behalf of the Applicant Company by its Director, Mr. Ramesh Kymal. The application detailed the number of Equity Shareholders, Secured Creditor, and Unsecured Creditors involved, along with supporting documents such as consent affidavits and certificates from Chartered Accountants.

3. Company Details and Approval: The Applicant Company, Aikyam Holdings Pvt. Ltd., a Private limited company incorporated under the Companies Act, 1956, provided details of its Authorized Share Capital, Issued Capital, and object clauses as per Memorandum and Articles of Association. The Board of Directors approved the proposed Scheme in a meeting held on 24th March 2020.

4. Scheme Examination and Auditors' Certification: The Scheme was examined by the Statutory Auditors of the Transferee Company to ensure compliance with the provisions of Sec. 232 of the Companies Act, 2013. The Auditors certified that the Accounting treatment aligned with the Accounting Standards for Amalgamation under Section 133 of the Companies Act, 2013.

5. Tribunal Directions: Considering the application and supporting documents, the Tribunal issued directions regarding dispensation of meetings for Equity Shareholders, Secured Creditors, Unsecured Creditors, and Unsecured Trade Creditors. The Tribunal allowed the application and directed the Applicant Companies to file the Second Motion within fourteen days from the date of the Order.

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