TaxTMI 
TaxTMI 
2009 (1) TMI 483
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....1. The application has been filed at the instance of Punjab Tractors Limited called the transferor company pursuant to the decision of Shareholders' meeting. 2. From the reading of petition and with reference to the documents, it is clear that the transferor company had been incorporated on 27-6-1970. M/s Mahindra and Mahindra Limited (called the transferee company or M&M) had acquired 63.33 per cent stake in the transferor company through a negotiated deal while 1.31 per cent stake had been held by Mahindra Holdings & Finance Limited (MHFL), the wholly owned subsid-iary of M&M, which had been subsequently amalgamated with M&M with effect from 11-8-2008. As on date of the application, M&M held 64.64 per cent of the equity share capital o....
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....ar products, processes and resources can be put to the best advantage of all stakeholders; (iii)Greater size, scale, integration and greater financial strength and flexibility for the amalgamated entity; (iv) Strengthening leadership in the industry, in terms of the asset base, revenues, product range, production volumes and market share; and (v)The amalgamated entity will benefit from improved organizational capability and leadership, arising from the combination of people from PTL and M&M who have the diverse skills, talent and vast experience to compete successfully in an increasingly competitive industry. 5. The salient features of the Scheme are:- "4. Transfer and vesting of undertaking 4.1 Subject to the provisions o....
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.... and delivery, including cash on hand, shall be so transferred to the transferee company and deemed to have been physically handed over by physical delivery or by endorsement and delivery, as the case may be, to the transferee company to the end and intent that the property and benefit therein passes to the transferee company with effect from the appointed date. 4.3 Such delivery and transfer shall be made on a date mutually agreed upon between the transferor company and the transferee company. However, such date of delivery shall be within thirty days from the effective date. 4.4 In respect of any assets of the transferor-company other than those mentioned in clause 4.2 above, including actionable claims, sundry debtors, outstanding ....
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....nted date, all debts, liabilities, contingent liabilities, duties and obligations of the transferor company, as on the appointed date whether provided for or not in the books of accounts of the transferor company, and all other liabilities which may accrue or arise after the appointed date but which relates to the period on or upto the day of the appointed date shall, pursuant to the orders of the High Courts or such other competent authority as may be applicable under section 394 and other applicable provisions of the Act, without any further act or deed, be transferred or deemed to be transferred to and vested in the transferee company, so as to become as from the appointed date the debts, liabilities, contingent liabilities, duties and o....