2019 (11) TMI 1445

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....of M/s. Venexa Technologies Private Limited having CIN : U25199PN2015PTC154884 (hereinafter as the 1st Transferor Company) and M/s. Martiza Polymers Private Limited (hereinafter as the 2nd Transferor Company) having CIN : U24233PN2014PTC153028 with M/s. Nand Composites Private Limited having CIN : U24296PN1996PTC100509 (hereinafter as the Transferee Company) and with their respective Shareholders.   (2) The Board of Directors of the Applicant Companies vide a Board Resolution dated 15th September, 2019 has approved the proposed Scheme. The Scheme proposes the Appointed date as 1st April, 2019 or any other date as may be fixed by this Hon'ble Tribunal in the interest of equity, justice and good conscience.   (3) In light of these....

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.... The 1st Transferor Company and the 2nd Transferor Company, both, have certain assets / business and has related infrastructures with the Transferee Company. The proposed merger will create a synergy to the Transferor Companies as well as Transferee Company which will enable these business activities to sustain as well as grow at a faster pace.   (b) The proposed merger will provide greater financial strength to the businesses of the Transferor Companies. The financial resources of the Companies will be conveniently merged and pooled together leading to a more effective and centralized management and reduction of administrative and manpower expenses and overheads, which are presently being multiplicated because of separate entities. ....

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....1st Transferor Company undertakes to issue individual notices to its Unsecured Creditors value exceeding Rs. 100,000/-.   (11) It is further submitted that the 2nd Transferor Company undertakes to issue individual notices to its Unsecured Creditors value exceeding Rs. 100,000/-.   (12) It is further submitted that the Transferee Company undertakes to issue individual notices to its Unsecured Creditors value exceeding Rs. 100,000/-.   (13) The Bench has gone through the submissions and averments made by the Learned Advocate for the Applicant Companies and hereby do order hereinbelow.   (14) That, in light of Consent Affidavits submitted by the all Equity Shareholders of the Applicant Companies the meetings of the Equi....

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....the Company within 30 days from the date of receipt of such notice, failing which, it shall be presumed that there are no representations to make on the proposed Scheme.   (19) That, the 2nd Transferor Company is directed to issue individual notice to its Unsecured Creditor having an outstanding amount of Rs. 1,00,000/- and more within 7 days from the date of this Order with a direction that they may submit their representation, if any, before this Tribunal with an advance copy to the Company within 30 days from the date of receipt of such notice, failing which, it shall be presumed that there are no representations to make on the proposed Scheme.   (20) That, the Transferee Company is directed to issue individual notice to its ....