2016 (7) TMI 116

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....ate Limited. 2. Gujarat Nippon Enterprises Private Limited, the Transferee Company, filed Company Application No.137 of 2016 seeking dispensation of the meeting of the Equity Shareholders of the petitioner. The Petitioner further submitted that this being the Transferee Company, the meeting of the Creditors is not required to be held. By an order dated 21.4.2016 passed in Company Application No. 137 of 2016, this Court ordered dispensation of the meeting of the equity shareholders and further ordered that this being the Transferee Company, the meeting of the Creditors is not required to be held. 3. Logic Plastics Private Limited, the Transferor Company, filed Company Application No.138 of 2016 seeking dispensation of the meetings of the &....

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....second observation made by the Regional Director is with regard to the comments from the Income Tax Department. According to the Regional Director, the petitioner Companies may be directed to undertake compliance of the Income Tax Act and Rules. 8. In response to the affidavit of the Regional Director dated 3.6.2016, the petitionerTransferee Company in Company Petition No.154 of 2016 has filed its response by an affidavit dated 10.6.2016 giving explanation to the observations of the Regional Director. With regard to the first observation, it is submitted on behalf of petitioner transferee company that as per the Scheme of FEMA, no compliances are necessary for the purpose of the present Scheme. Without prejudice, it is submitted that the r....

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....or and the Regional Director, the reply affidavit filed on behalf of the petitioner transferee company and having considered the Scheme of Amalgamation together with relevant documents on record, the Court finds it appropriate to grant sanction to the present Scheme of Amalgamation. 12. In view of the above, the Scheme of Amalgamation is sanctioned. It is, however, directed that the petitioner Transferor Company shall preserve its books of accounts, papers and record and shall not dispose of the records without the prior permission of the Central Government under Section 396A of the Companies Act, 1956. It is further observed that the petitioner transferor company shall ensure statutory compliance of all applicable laws. It is also observe....