TaxTMI 
TaxTMI 
2022 (1) TMI 22
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....e Scheme of Amalgamation of the Transferor Companies into the Transferee Company. The copy of the Scheme of Amalgamation (hereinafter referred as the "Scheme"), has been placed on record. 2. The Transferor Company No. 1, Splendid Enterprises Private Limited was incorporated under the provisions of companies Act 1956 on 30.03.2012, having its registered office situated at F-6/5, Vasant Vihar, New Delhi- 110057. 3. The Transferor Company No. 2, Refam Management Services Private Limited was incorporated under the provisions of companies Act 1956 on 22.08.1995, having its registered office situated at Farm No. 3, Sultanpur Farms, Village Gadaipur, Tehsil Mehrauli, New Delhi-110030. 4. The Transferee Company, Lifelong Real Estate Private Limi....
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....eir report and participated in the proceedings. 8. The Regional Director has filed its representation dated 25.10.2021, in which it is submitted in para 11, "As per the Report of Roc, all the Transferor Companies and the Transferee Company have filed the Balance Sheet and Annual Return up to 2019-20. No prosecution has been filed and no inspection or investigation has been conducted in respect of the petitioner companies." In para 12, it is submitted that, "On examination of the contents of the scheme enclosed with the petition, the reply submitted by the petitioner companies and the report of RoC, Delhi in this matter, it appears that the scheme contents the matter which is in line with the provisions of Section 230-232 of the Companies A....
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.... pursuant to sanction of the scheme. The transferee company has filed the said affidavit dated 21.10.2021 complying with the directions of this Hon'ble Tribunal. 12. In this petition it has also been affirmed that no proceeding for inspection, inquiry or investigation under the provisions of the Companies Act, 2013 or under provisions of Companies Act, 1956 is pending against the Petitioner Companies. 13. Certificates of respective Statutory auditors of all the petitioner companies, have been placed on record to the effect that Accounting Treatment proposed in the Scheme of Amalgamation is in conformity with the Accounting Standard notified by the Central Government as specified under the provisions of Section 133 of the Companies Act....
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.... rule or regulation, the sanction granted by this court to the scheme will not come in the way of action being taken, albeit in accordance with law, against the concerned persons, directors and officials of the petitioners. 4. While approving the Scheme as above, we further clarify that this order should not be construed as an order in any way granting exemption from payment of stamp duty, taxes or any other charges, if any, and payment in accordance with law or in respect to any permission/compliance with any other requirement which may be specifically required under any law. 5. THIS TRIBUNAL DO FURTHER ORDER 1. That the Transferor Companies shall stand dissolved without following the process of winding-up; and 2. That all the prop....