TaxTMI 
TaxTMI 
2016 (4) TMI 919
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....tioner Company" or "Transferor Company 2") with Roha Eco Energy Private Limited (herein after referred to as "REPL" or "Transferee Company") and their respective shareholders and creditors ("Scheme") under Sections 391 to 394 of the Companies Act, 1956, along with the corresponding provisions of Companies Act, 2013. 2. The Transferee Company and the Transferor Company are part of the same management group. The amalgamation of Transferor Company - 1 and Petitioner Transferor Company into Transferee Company will result into consolidation of businesses, maximize synergies, pooling of resources, more productive utilization of the said resources and achieving economies of scale resulting into cost and operational efficiencies, synergies in proc....
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.... has filed his appearance in the petition and affidavit dated 11th April, has been filed by the Regional Director, North - Western Region, Ministry of Corporate Affairs. 6. In the above affidavit, the Regional Director has, inter alia, made the following observations: a) In paragraph 2(c) of the Affidavit filed by the Regional Director it is submitted that the Petitioner Company be directed to amend clause 5.1 of the scheme so as to replace "5528" with the figure "552". b) The Regional Director in para 2(d) of the Affidavit dated has observed that the Petitioner Company be directed by this High Court to comply with the provisions of Income Tax Act and Rules framed thereunder. 1. In response to the first observation made by the Regio....
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.... make it applicable to "all employees" instead of "all permanent employees" b. In Para 19 of the Report filed by the Official Liquidator it is observed that the Petitioner Company be directed to comply with the provisions of 396 (A) of the Companies Act, 1956 6. In response to the first observation it was pointed out by Ms. Raval that the Petitioner Company in their affidavit has stated that the Petitioner Company has no objection to the first observation made the Official Liquidator and submits that Clause 12 be amended so that the words "all permanent employees" read as "all employees" 7. In response to the second observation it is submitted by Ms. Raval that the Petitioner Company shall comply with the requirements of Section 396A ....
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....Clause 12, as stated in the Affidavit filed by the Petitioner Company. 10. It is, however, clarified that the sanctioning of this Scheme would not absolve anyone, who is otherwise liable for any responsibility or liability, only on account of this sanctioning. It is clarified that the implementation of the present order shall be subject to the proceedings filed by the Transferor Company - 1 and Transferee Company before the High Court of Judicature at Bombay. 11. The Petitioner Company shall pay, towards the professional charges to Mr.Devang Vyas, learned Assistant Solicitor General, Rs. 7,500/. The Official Liquidator shall be paid cost of Rs. 7,500/ 12. The Petitioner Company is further directed to lodge a copy of this order, the sched....