TaxTMI 
TaxTMI 
2020 (12) TMI 1177
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....plicant Companies submits that the present company application is filed in respect of proposed company Scheme seeking Merger by Absorption of Onir Information Technology Limited (First Transferor Company) and Essar Paradip Terminals Limited (Second Transferor Company) and Onir Metallics Limited (Third Transferor Company) with Essar Steel Metal Trading Limited (Transferee Company) and their respective Shareholders. While the First Transferor Company and Second Transferor Company have their registered offices within the jurisdiction of this NCLT Mumbai Bench, the Third Transferor Company and the Transferee Company having its registered offices within the Regional jurisdiction of the Ahmedabad Bench of this Tribunal. 3. The Learned Counsel fo....
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.... Transferee Company since the entire paid up equity share capital of the First Transferor Company is held by the Transferee Company along with its nominees. 8. As per the Applicant the First Transferor Company has seven equity shareholders all of them have given their consent to the Proposed Company Scheme by way of affidavits annexed as Exhibits B1 to B7 to an Additional Affidavit dated 18th July, 2020 and filed with this Tribunal electronically on 21st July, 2020. In view of this, the meeting of the Equity Shareholders of the Applicant No. 1 company deserves to be dispensed with accordingly, the meeting of shareholders of First transferor company is hereby dispensed with. 9. The Learned Counsel for Applicants submit that the Applicant N....
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....ditors of Applicant Company No. 1. further, this Bench directs to the Applicant No. 1 to issue notice to all the Unsecured Creditors Under Section 230(3) of Companies Act, 2013 with such direction that they may submit their representation, if any, to the Tribunal and copies of such representation shall simultaneously be served upon the respective Applicant No. 1. The notice be sent by Registered Post AD/Speed Post/Email/Courier as may be feasible in view of the lockdown owing to the Covid-19 pandemic. It shall be the responsibility of the Applicant No. 1 Company to ensure that the Creditors as indicated above are put on notice regarding the Scheme, so that they can take an informed decision thereon. 13. There are 7 unsecured creditors in t....
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....eipt of such notice, it will be presumed that such authorities have no representation/objection to the Scheme. 15. In addition to the above, the Applicant Companies shall serve notice upon the Official Liquidator, High Court, Bombay pursuant to Section 230(5) of the Companies Act, 2013 read with Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. The Tribunal hereby appoint a Chartered Account from the Panel of Official Liquidator/MCA to scrutinize the books of accounts of the Applicant No. 1 and Applicant No. 2 and submit its report to the Tribunal as Proposed or suggested by the office of the Official Liquidator. The Applicants Company shall bear the professional charges of such Chartered Accountant his usu....