2020 (9) TMI 442

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....ibunal Rules, 2016, for the purpose of the approval of the Scheme of Amalgamation outlining the Amalgamation of Transferor Company with and into Transferee Company. The copy of the Scheme has been placed on record as 'Annexure P-1 '. 2) The "Transferor Company", was initially incorporated as a Private Limited company in the name of "Root Enterprise Solutions private Limited" on 23.06.1998, subsequently on 13.09.2004 the name of the Company was changed to its present name "Niteo Technologies Private Limited", having its registered office at Unit No. 101 to 116, First Floor, Splendor Forum 3, District Centre Jasola, New Delhi-110025. 3) The "Transferee Company", NEC Technologies India Private Limited is a company incorporated on Aug....

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....r, Registrar of Companies, Official Liquidator and Income-Tax authorities. 6) It is seen from the records that the Petitioners have filed an affidavit on March 09, 2020, affirming compliance of the order passed by the Tribunal dated January 15, 2020. A perusal of the affidavit discloses that the Petitioners have affected the newspaper publication as directed in one in "Business Standard" (English, Delhi Edition) and other in "Business Standard" (Hindi, Delhi Edition) in relation to the date of hearing of the petition. Further, the copies of petition have been duly served to the Regional Director, Registrar of Companies Official Liquidator and Income-Tax authorities in compliance of the order and in proof of service has also been placed on ....

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....In view of the abovesaid, the objections raised by the Regional Director thus stands satisfied. 9) The Department of Income Tax has submitted its report on 09.06.2020 with regard to the Transferor Company wherein it has stated that there is a demand of Rs. 4, 40, 892 pending for the AY 2017-18. With regard to the Transferee Company the Income Tax Department has stared that there is a demand pending of Rs. 13,321 for the AY 2009-10, Rs. 60,32,230 for the AY 2013-14 and Rs. 2,09,96,256 for the AY 2014-15. 10) In this regard, the Transferee Company has filed an Affidavit on June 11, 2020 with NCLT, Delhi Bench wherein it has given the details of the demands pending against the Transferee company, which are as follow: AY Demand payable as p....

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....embers and creditors of the Petitioner Companies to the proposed Scheme, and the affidavits filed by the Regional Director, Northern Region, Ministry of Corporate Affairs and Official Liquidator there appears to be no impediment in sanctioning the present Scheme. 14) It has further submitted by the Ld. Counsel of the Petitioner Companies that pursuant to newspaper publications as aforesaid, neither the Petitioner Companies nor the advocates have received any objection to the said Scheme. 15) Consequently, sanction is hereby accorded to the Scheme under Section 230 to 232 of the Companies Act, 2013. 16) The Petitioners shall however remain bound to comply with the statutory requirements in accordance with law. 17) Notwithstanding the abo....