TaxTMI 
TaxTMI 
2018 (8) TMI 1613
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....New Delhi Bench, New Delhi, in relation to the Scheme of Arrangement which contemplates reduction of Share Capital in relation to the Appellant Company enclosed as Annexure "A" to the application. 2. The Tribunal by impugned order dated 8th December, 2017, rejected the application being not maintainable, relevant portion of which is quoted below: "3. It is pertinent to note that Reduction of Capital and sanction relating to the same has been prescribed separately elsewhere in Companies Act, 2013 and for the said purpose separate rules have also been framed by the Central Government. Thus reduction of capital requires separate set of procedure to be complied for which specific rules have been framed and hence cannot be brought within the ....
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....30. Power to compromise or make arrangements with creditors and members.─ (1) Where a compromise or arrangement is proposed- (a) between a company and its creditors or any class of them; or (b) between a company and its members or any class of them, the Tribunal may, on the application of the company or of any creditor or member of the company, or in the case of a company which is being wound up, of the liquidator, order a meeting of the creditors or class of creditors, or of the members or class of members, as the case may be, to be called, held and conducted in such manner as the Tribunal directs. Explanation.-For the purposes of this subsection, arrangement includes a reorganisation of the company's share capital by the co....
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....in respect of the shares and the property and all assets, tangible and intangible, movable and immovable, of the company by a registered valuer. xxx xxx  ....
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....h is lost or is unrepresented by available assets; or (ii) pay off any paid-up share capital which is in excess of the wants of the company, alter its memorandum by reducing the amount of its share capital and of its shares accordingly: Provided that no such reduction shall be made if the company is in arrears in the repayment of any deposits accepted by it, either before or after the commencement of this Act, or the interest payable thereon. xxx  ....
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....ent related to reduction of share capital. 7. From explanation below Section 230, it will be evident that for passing an order under Section 230 to compromise or make arrangements with the creditors and the members, the provision of Section 66 shall not apply for reduction of share capital. Such order can be passed by the Tribunal under Section 230 of the Act. 8. In view of the aforesaid provisions, we hold that the Tribunal failed to notice the 'Explanation' below Section 230, which makes it clear that even for reduction of share capital effected in pursuance of the order of the Tribunal under Section 230, the provision of Section 66 shall not apply. 9. As noticed above, earlier the Hon'ble High Courts used to entertain application(s) u....