2020 (11) TMI 57

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.... objector has come before this Tribunal to oppose the Scheme and nor has any party controverted any averments made in the Petitions to the said Scheme. 3. The sanction of the Tribunal is sought under Sections 230 to 232 of the Companies Act, 2013 and other relevant provisions of the Companies Act, 2013 and the rules framed there under for the Scheme of Merger by Absorption of Beautifulstone Real Estate Private Limited(First Transferor Company),Bhola Commodeal Private Limited(Second Transferor Company),Gagan Management Consultants Private Limited(Third Transferor Company),Komal Dealtrade Private Limited(Fourth Transferor Company),Spycade Reality Private Limited(Fifth Transferor Company)and Snehal Multitrade Private Limited(Sixth Transfero....

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....r garments. (c) The Third Petitioner Company has been carrying on the business as Consultants in the field of financial accounting, income tax, project management, sales tax, excise, service tax, customs, export and import. (d) The Fourth Petitioner Company has been carrying on the business as buyers, sellers, traders, merchants, indentors, brokers, agents, commission agents, stockists, brokers and sub-brokers, distributors, advisors of all kinds of industrial tools, equipments and machineries, rubberised and leather goods. (e) The Fifth Petitioner Company has been carrying on the business of builders, contractors, erectors, constructor of buildings, houses, apartments, structures or residential, office, industria....

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....ompany. (c) The Amalgamation of the Transferor Companies with the Transferee Company will also provide an opportunity to leverage combined assets and build a stronger sustainable business. Specifically, the merger will enable optimal utilisation of existing resources and provide an opportunity to fully leverage strong assets, capabilities, experience, expertise and infrastructure of all the companies. The merged entity will also have sufficient funds required for meeting its long-term capital needs as provided for in the scheme. (d) The Scheme of amalgamation will result in cost saving for all the companies as they are capitalising on each other's core competency and resources which are expected to result in stability ....

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..... The Official Liquidator has filed his report, inter alia stating therein that the affairs of the Transferor Companies have been conducted in a proper manner not prejudicial to the interest of the Shareholders of the Transferor Companies and that the Transferor Companies may be ordered to be dissolved by this Tribunal. 13. From the material on record, the Scheme appears to be fair and reasonable and is not violative of any provisions of law and is not contrary to public policy. 14. Since all the requisite statutory compliances have been fulfilled, CP (CAA) No. 2030/2018 is made absolute in terms of clauses (a) to (c) of Point No. 58 of the prayers. 15. Petitioners are directed to file a copy of this Order along with a copy of the ....