TaxTMI 
TaxTMI 
TaxTMI 
2016 (11) TMI 1073
X X X X Extracts X X X X
X X X X Extracts X X X X
....d Farms Private Limited, Satyapal Farms Private limited, Satyapad Farms Private Limited, Satyapriya Farms Private Limited, Satyaketu Farms Private Limited with Prathmesh Investment Private Limited. 2. Prathmesh Investment Private Limited, the Transferee Company, filed Company Application No.250 of 2016 seeking dispensation of the meeting of the Equity Shareholders of the petitioner Company. By an order dated 06.05.2016, passed in Company Application No.250 of 2016, this Court ordered dispensation of the meeting of the Equity Shareholders. This Court further ordered that this being the Transferee Company, the meeting of the creditors is not required to be held. 3. Satyadev Farms Private Limited, the Transferor Company filed Company Applica....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ation of the meeting of the Equity Shareholders. 7. Satyapad Farms Private Limited, the Transferor Company filed Company Application No.248 of 2016 seeking dispensation of the meeting of the Equity Shareholders. It is reported that there are no Secured and Unsecured Creditors of the petitioner Company. By an order dated 06.05.2016, passed in Company Application No.248 of 2016, this Court ordered dispensation of the meeting of the Equity Shareholders. 8. Satyapriya Farms Private Limited, the Transferor Company filed Company Application No.244 of 2016 seeking dispensation of the meeting of the Equity Shareholders. It is reported that there are no Secured and Unsecured Creditors of the petitioner Company. By an order dated 06.05.2016, passed....
X X X X Extracts X X X X
X X X X Extracts X X X X
.... advertisements. 12. In response to the notice issued, the Regional Director has filed a common affidavit dated 28.10.2016 making three observations. The first observation made by the Regional Director is with regard to not providing the working sheets of calculation of share exchange ratios. The second observation is with regard to certain transactions which the petitioner Transferee Company had with Visnagar Nagarik Sahkari Bank Limited. The third observation is with regard to the comments from the Incometax Department. According to the Regional Director, the petitioner Companies may be directed to undertake compliance of the Income Tax Act and Rules. 13. In response to the affidavit of the Regional Director dated 28.10.2016, the petiti....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ed by the Regional Director to the petitioner Transferee Company and the letter dated 24.10.2016 addressed by the petitioner Transferee Company to the Regional Director are placed by the Regional Director along with his report at AnnexureA and AnnexureB respectively. It is submitted that a perusal of this letter would show that this Court, in the writ petition filed by the petitioner, directed the Visnagar, Nagarik Sahkari Bank Limited to issue a "No Due Certificate" to the Company as the Company has already paid the dues of the Bank. The "No Due Certificate", accordingly, came to be issued by the Bank to the petitioner. In any case, the Bank is now under liquidation. The Chartered Accountants, while considering the share exchange ratio, ha....
X X X X Extracts X X X X
X X X X Extracts X X X X
....des, the Official Liquidator has requested this Court to direct the petitioner Transferor Companies to preserve their books of accounts, papers and records and not to dispose of the records without the prior permission of Central Government under Section 396A of the Companies Act, 1956. The Official Liquidator has also sought directions for making due compliance of the statutory liabilities. 17. Having heard Mrs. Sangeeta N. Pahwa, learned advocate for Thakkar and Pahwa Advocates, learned advocate for the petitioner Companies, Mr.Kshitij Amin, learned Central Government Standing Counsel for Mr.Devang Vyas, learned Assistant Solicitor General of India for the Regional Director and upon perusal of the reports of the Official Liquidator and t....