TaxTMI 
TaxTMI 
2020 (2) TMI 1330
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....First Transferor Company) and Shree Sainath Agro Fields Private Limited, (the Second Transferor Company) with SMG Realties Private Limited, (the Transferee Company) and their respective Shareholders. 2. A meeting of the Equity Shareholders of the Applicant Company No. 1 be convened and held at Plot No. 144, Pandey Layout, Khamla, Nagpur - 440025, Maharashtra, on Friday, 20th March 2020 at 10:00 AM, for the purpose of considering and, if thought fit, approving, with or without modification(s), the proposed Scheme of Amalgamation. 3. A meeting of the Equity Shareholders of the Applicant Company No. 2 be convened and held at Plot No. 144, Pandey Layout, Khamla, Nagpur - 440025, Maharashtra, on Friday, 20th March 2020 at 11:00 AM, for the pur....
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....uant to Section 230(3) of the Companies Act, 2013 read with Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 and the Form of Proxy can be obtained free of charge at the Registered Office of the said Applicant Companies as aforesaid and / or at the office of its Advocates. 7. That the Notice of the aforesaid Meetings, for both the Applicant Companies, shall be advertised in two local newspapers viz. "Indian Express" in English and "Loksatta" in Marathi, both circulated in Nagpur, not less than 30 (Thirty) days before the date fixed for the meeting. 8. Mr. Mahendra Thakur, Authorised Signatory, failing whom, Mr. Sandeep Meghe, Director of the Applicant Company No.1 is appointed as the Chairperson for the mee....
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....aid meetings of the Equity Shareholders shall be as prescribed under Section 103 of the Companies Act, 2013. 13. The voting by proxy or authorised representative in case of body corporate be permitted, provided that a proxy in the prescribed form/ authorisation duly signed by the person entitled to attend and vote at the meeting, is filed with the Applicant Companies at its Registered Office, not later than, 48 hours before the aforesaid meeting as required under Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. 14. The value and number of the shares of each member shall be in accordance with the books/ register of the Applicant Companies or depository records and where the entries in the books / register ....
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....issue notice to its Secured Creditor as required under section 230 (3) of the Companies Act, 2013 with a direction that they may submit their representations, if any, to the Tribunal and copy of such representations shall simultaneously be served upon the Applicant Company No. 1. 18. That Counsel for the Applicant Company No. 2 submits that there are 2 (Two) Secured Creditors amounting to Rs. 1,47,21,862/- (Rupees One Crore Forty-Seven Lakhs Twenty-One Thousand Eight Hundred & Sixty Two Only) only as per the Auditors Certificate Annexed in the Company Scheme Application at 'Exhibit P'. The Counsel further submits that since the scheme is an arrangement between the Applicant Company No. 2 and their respective shareholders, the rights of the....
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....he Companies Act, 2013 with a direction that they may submit their representations, if any, to the Tribunal and copy of such representations shall simultaneously be served upon the Applicant Company No. 1. 21. That Counsel for the Applicant Company No. 2 submits that there are 7 (Seven) Unsecured Creditor amounting to Rs. 1,47,94,575/- (Rupees One Crore Forty-Seven Lakhs Ninety Four Thousand Five Hundred & Seventy Five Only) only as per the Auditors Certificate Annexed in the Company Scheme Application at 'Exhibit S'. The Counsel further submits that since the scheme is an arrangement between the Applicant Company No. 2 and their respective shareholders, the rights of the Unsecured Creditors will/are not be affected by the Scheme and post ....
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....(i) the Central Government through the office of Regional Director, Western Region, Ministry of Corporate Affairs, Mumbai, Maharashtra, (ii) the Registrar of Companies, Mumbai, Maharashtra pursuant to Section 230(5) of the Companies Act, 2013 as per Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. If no response is received by the Tribunal within 30 days of the date of receipt of the notice it will be presumed that the authorities have no objection to the proposed Scheme as per Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. 24. The Applicant Companies to serve the notices along with copy of the scheme upon concerned Income Tax Authority within whose jurisdiction the resp....