TaxTMI 
TaxTMI 
Forms
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....otice and Advertisement of notice of the meeting of creditors or members Notice is hereby given that by an order dated the..... 20... the Bench of the National Company Law Tribunal has directed a meeting (or separate meetings) to be held of [here mention 'debenture holders' or 'first debenture holders' or' second debenture holders' or 'unsecured creditors' or 'secured creditors' or 'preference shareholders' or 'equity shareholders' as the case may be whose meeting or meetings have to be held] of the said company for the purpose of considering, and if thought fit, approving with or without modification, the compromise or arrangement proposed to be made between the said company and [here mention the class of creditors or members with whom the compromise or arrangement or amalgamation is to be made] of the company aforesaid. In pursuance of the said order and as directed therein further notice is hereby given that a meeting of [here set out the class of creditors or members whose meeting has to be held] of the said company will be held at....on....day...the...day of............. 20...at....... o'clock in the noon at which time and ....
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....ection with the proposed compromise and / or arrangement may be made to the Tribunal within thirty days from the date of receipt of this notice. Copy of the representation may simultaneously be sent to the concerned company(ies). In case no representation is received within the stated period of thirty 19 days, it shall be presumed that you have no representation to make on the proposed scheme of compromise or arrangement. Dated this day of ....20... Authorized Signatory Place Enclosures i) Copy of notice with statement as required under section 230(3); ii) Copy of scheme of compromise or arrangement 20 20 FORM No. CAA. 4 [Pursuant to rule 13(2) and rule 14 ] Company Petition No of...... of 20..... Applicant(s) _ Report of result of meeting by Chairperson: I, the person appointed by this Hon'ble Tribunal to act as chairperson of the meeting of (the debenture holders or first debenture holders or second debenture holders or unsecured creditors or secured creditors or preference shareholders or equity shareholders) of the above named company, summoned by notice served individually upon them and by a....
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....to section 230 and rule 15(1)] [HEADING AS IN FORM NCLT. 4] Petition to sanction compromise or arrangement Ltd, (*in liquidation by its liquidator) the The petition of petitioner above named is as follows:- 1. The object of this petition is to obtain sanction of Tribunal to a compromise or arrangement whereby (here set out the nature of the compromise or arrangement). 2. The company was Act........... incorporated under the [...] ........ with a nominal capital of Rs [...]divided into shares of Rs[...] each of which [...] shares were issued and Rs[...] was paid up on each share issued. 3. The objects for which the company was formed are as set forth in the company's Memorandum of Association. They are: (Set out the principal objects). 4. [Here set out the nature of the business carried on by the company, its financial position and the circumstances that necessitated the compromise or arrangement and the benefits sought to be achieved by the compromise or arrangement and its effect]. 5. The compromise or arrangement was in the following terms:-[Here set out the terms of the compromise or arrangement]. 6. By a....
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.... of the company on whom the compromise or arrangement is to be binding] of the said company and on the said 24 company. (2) Or such other order may be made in the premises as to the Tribunal shall deem fit. Verification etc. Petitioner [Note: (1) The affidavit in support should verify the petition and prove any matters not proved in any prior affidavit, such as advertisement, holding of meetings, posting of notices, copies of compromise or arrangement and proxies etc., and should exhibit the report of the chairperson and verify the same.] Note: (2) If the company is being wound-up, say so. Note: (3) If any modifications were made in the compromise or arrangement, at the meeting, they should be set out in separate paragraph. To be inserted where the company is being wound-up. 25 FORM NO. CAA.6 [Pursuant to section 230(7) and sub-rule (3) of rule 17] [HEADING AS IN FORM NCLT. 4] Order on petition The above petition coming on for hearing on ... upon reading the said petition, the order dated..... whereby the 'said company (or, liquidator of the said company), was ordered to convene a meeting (or separate ....
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.... ..........20.... (By the Tribunal) Registrar' To be inserted where the company is being wound-up. Where the compromise or arrangement has been approved with the modifications, it should be so stated 27 FORM NO. CAA.7 [Pursuant to section 232 and rule 20] [HEADING AS IN FORM NCLT. 4] Order under section 232 Upon the above petition [and application'] coming on for further hearing on upon reading etc., and upon hearing etc. THIS TRIBUNAL DO ORDER (1) That all the property, rights and powers of the transferor company specified in the first, second and third parts of the Schedule hereto and all other property, rights and powers of the transferor company be transferred without further act or deed to the transferee company and accordingly the same shall pursuant to section 232 of the Act, be transferred to and vested in the transferee company for all the estate and interest of the transferor company therein but subject nevertheless to all charges now affecting the same [other than(here set out any charges which by virtue of the compromise or arrangement are to cease to have effect)]; and (2) That all the liabilitie....
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....) E-mail ID of the company: 3. Date of Board of Directors' resolution approving the scheme 4. Date of Order of Tribunal approving the Scheme under Section 232(3) 5. Details regarding:- a) Completed actions under the Order b) Pending actions under the Order with status Declaration of compliance of scheme as per the Order of the Tribunal I, the Director Company Secretary of do solemnly affirm and declare that we are in compliance with the Order of the Tribunal dated A copy of the scheme of the compromise or arrangement is enclosed. Director/Company Secretary Chartered Accountant in practice / Cost Accountant in practice / Company Secretary in practice 30 30 Date: Place: Attachments:- 1) Scheme of Compromise or Arrangement. 2) Details of Compliance of the Scheme 3) Other Attachments, if any 31 FORM NO. CAA.9 [Pursuant to section 233(1)(a) and rule 25(1)] Notice of the scheme inviting objections or suggestions Notice is hereby given by M/s [...] (transferor transferee company) that a scheme of merger or amalgamation is proposed to be entered with M/s [...] (transferor transferee company) and in pursuanc....
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....een filed upto date with the Registrar of Companies Signed for and behalf of the board of directors 33 Date Place (1) Signature Name Managing Director, if any (2) Signature Name Director (3) Signature Name Director Verification We solemnly declare that we have made a full enquiry into the affairs of the company including the assets and liabilities of this company and that having done so and having noted that the scheme of merger or amalgamation between ...... ..... and is proposed to be placed before the shareholders and creditors of the company for approval as per the provisions of sub-section of (1) of section 233 of the Companies Act, 2013, we make this solemn declaration believing the same to be true. Verified this day the........ day of ........... (1) Signature Name 20...... Managing Director (2) Signature Name Director (3) Signature Name Director Solemnly affirmed and declared at .. the of 20... before me. Commissioner of Oaths and Notary Public Attachments: a) Copy of board resolution b) Statement of assets and liabilities 34 day c) Audit....
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....oved by majority of: (members or class of members holding atleast ninety percent of the total number of shares) (b) Approval by creditors (i) Date of dispatch of notice to creditors: (ii) Date of the meeting of creditors: (iii) Date of approval of scheme in creditors meeting: (iv) Approved by majority of: (at least nine tenth in value of 37 creditors) 7. Details of approval of the scheme of merger by the transferor company: (a) Approval by members (i) Date of dispatch of notice to members: (ii) Date of the General meeting: (iii) Date of approval of scheme in the General meeting: (iv) Approved by majority of: (members or class of members holding atleast ninety percent of the total number of shares) (b) Approval by creditors (i) Date of dispatch of notice to creditors: (ii) Date of the meeting of creditors: (iii) Date of approval of scheme in such meeting: (iv) Approved by majority of: (at least nine tenths in value of creditor) I that- (i) (ii) (iii) (iv) 33 (v) Declaration .the director of the transferee company hereby declares Notice of the scheme as required under section 233(....
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.... 2. The applicant states as follow: (Here set out the brief facts of the case) 3. The submission of the applicant is as follows: (Submission) ..... of the 4. The applicant has annexed hereto the documents or copies thereof as specified below: Place: Date: Signature of the applicant List of Document 1. 2. 3. 41 11 To FORM NO. CAA.14 [Pursuant to section 235(1) and rule 26] Notice to dissenting shareholders Notice for acquiring shares held by you in M/s..........(hereinafter called 'the transferor company') Notice is hereby given by M/s............ (hereinafter called 'the transferee company) that an offer made by the transferee company on to all the shareholders of the transferor company for acquisition of the shares or class of shares at the price of has been approved by the holders of in value of the shares, being not less than nine-tenth in value of the said shares (other than shares already held at the date of the offer by the transferee company either by itself or by its nominees or subsidiaries). In pursuance of the provisions of sub-section (1) of section 235 of the Companies Act 2013,....
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...., managing director in the transferor company Shareholder's name- Status (whether a director, Key Managerial Personnel, etc.)- Share type- Number of shares - Value per share (Rs.)- 11. (a) Offer made by any other person on behalf of the company: â–¡ Yes â–¡ No (b) State the interest of the other person in the company: Details of the transferor company 12. (a) Corporate Identity Number: (b) Global Location Number: 13. (a) Name of the company: (b) Registered office address: (c) E-mail id: 14. Whether the company is Public company Private company 44 One Person Company 15. (a) Whether the shares of the company is listed on a recognized stock exchange: â–¡ Yes â–¡ No (b) If yes, name of the stock exchanges where shares are listed: 16. Main objects/ principal business of the company: 17. Capital structure of the company: Authorized share capital: Issued share capital: Subscribed share capital: Paid up share capital: 18. Debt structure of the company: 19. Details of the promoters, key managerial personnel, directors of the company: 20. Material interest and effect of th....