2013 (7) TMI 189

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....also collectively referred to as 'Applicant companies'] under Section 392 of the Companies Act, 1956 ('Act') praying for dismissal as withdrawn of main Company Petition No. 276 of 2010 in which an order was passed by this Court on 28th March 2011 approving the Scheme of Demerger ('Scheme') of the National Long Distance ('NLD') and International Long Distance ('ILD') businesses from the Transferor company into the Transferee company. 2. In terms of the Scheme that was approved by the Court, the effective date was under Clause 1.1 (f) defined as the date on which the last of the approvals or events specified under Clause 17 of Part III of this Scheme was to be obtained. Under Clause 17, the Scheme was made conditional upon and subject to "....

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....sponse to the notice issued in this application, a letter dated 10th April 2013 addressed by the Regional Director (Northern Region) in the Ministry of Corporate Affairs ('MCA'), Government of India to the Registrar of Companies ('ROC'), Delhi has been produced by Mr. K.S. Pradhan, Deputy ROC. In the said letter the ROC has been advised to apprise this Court that the Central Government has stated that it has no objection to the Applicants withdrawing Company Petition No. 276 of 2010 subject to the following conditions: (a) The views of the Income Tax Department ('ITD') be ascertained by the Court; (b) The right of the Applicant companies to file applications in the Court seeking approval of a Scheme of Arrangement or Amalgamation be r....

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....could not be transferred from the Transferor to the Transferee companies. After discussing the scope of the powers of the Company Court under Sections 391 and 392 of the Act, it was concluded that the Court has the power to give directions in regard to any matter or make any modification for the proper working of the compromise or arrangement subject to such arrangement having come into effect. However, in exercise of its inherent powers, the Company Court can, in peculiar facts, where the Scheme has itself not come into effect, recall its order sanctioning the Scheme. 7. In the present case, it is seen that the entire Scheme was made conditional upon the approvals being granted by the DoT for the transfer of the NLD and ILD licences fro....