TaxTMI 
TaxTMI 
2020 (9) TMI 803
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....9;) for merging its business with M/s. Right Match Holding Limited (Transferor Company). 2. As per averments, the registered office of the Applicant/Transferee Company is situated in the National Capital Territory of Delhi, falling within the territorial jurisdiction of this Court. The Registered office of the Transferor Company falls under the provisions of Part II Section (4) of the XIV Schedule and other Applicable provisions of the Mauritius Companies Act, 2001. 3. The Applicant/Transferee Company was incorporated under the Act on May 14, 1993 under the name and style of "R Systems International Limited" having CIN L74899DL1993PLC053579. The share capital of the Applicant/Transferee Company as on February 28, 2020 is as follows....
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.... Total 5,609,550 It is submitted that the Transferor Company holds investment in R Systems (Applicant/Transferee Company). Further the Principle activity of the Transferor Company is that of investment holding. 6. The Transferor Company has filed its Constitution and the Applicant Company/Transferee Company has filed its Memorandum of Association and Article of Association. Also, the Transferor Company and the Applicant/Transferee Company has filed their financials for the period ending 31.07.2019 and 30.09.2019 respectively. It has also been certified by the Statutory Auditor of the Applicant/Transferee Company that the Accounting Treatment is in compliance with the Accounting Standards prescribed u/s 133 of t....
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....here would be no change in the Promoter and Promoter Group shareholding of R Systems as a result of amalgamation of RightMatch into R Systems. The promoters and Promoter Group of R Systems would continue to hold the same percentage of shares in R Systems, pre and post the amalgamation of RightMatch into R Systems. f.) All costs, charges, taxes including duties, levies and all other expenses, if any, arising out of or incurred in connection with and implementing this Scheme and matters incidental thereto shall be borne by RightMatch and/or its members. No cost, charges, taxes pertaining to the Scheme shall be borne by R Systems. g.) Further, the Scheme also provides that Promoters shall indemnify R Systems and keep R System....
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.... Meeting be convened in respect of its 14,305 equity shareholders. * Meeting be convened in respect of its 1 secured Creditor. * Meeting be convened in respect of its 47 Unsecured creditors. 11. The proposed Scheme of Amalgamation is annexed along with the present application. 12. It is submitted that the proposed arrangement is sought to be made under the provisions of Section 230 to 232, Section 234 of the Companies Act, 2013 and the Scheme if sanctioned by this Tribunal, will take effect from the date of on which certified copy of the order of sanction of proposed Scheme passed by this Tribunal is filed with the Registrar of Companies. 13. It has also been submitted that there are no proceedings pending inquiry....
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.... (Mob- 9811105891) is appointed as Alternate Chairperson for the for the postal ballot and/or e-voting for the Equity Shareholders, Secured and Unsecured Creditors of the Applicant Company as have been directed by the Tribunal. 16. The Fee for the Chairperson for the aforesaid meeting shall be Rs. 1 lac and the fee of the Alternate Chairperson shall be Rs. 50,000/- in addition to meeting their incidental expenses. Mr. Abhishek Mittal (Mob-9999048341) is appointed as the Scrutinizer and would be entitled to Rs. 50,000/- for his services in addition to meeting the incidental expenses. The Chairperson will file their reports within 2 weeks from the closing of the e-voting and/or postal ballot. 17. It is directed that the individual notic....