2022 (2) TMI 1018

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

.... Amalgamation of Jaykaycem (Central) Limited, being the Applicant Company abovenamed ("Transferor Company") with J.K. Cement Limited ("Transferee Company"). The Appointed Date of the Scheme has been fixed as 1st April 2021. 2. Ld. Counsel appearing for the Applicant/Transferor Company submits as follows:- (a) The Applicant/Transferor Company is a wholly owned (100%) subsidiary of the Transferee Company. (b) The Applicant/Transferor Company is an unlisted Companies having (a) only one class of shareholders, viz. Equity Shareholders and (b) one class of creditors, viz. Unsecured Creditors (c) The Scheme embodies the arrangement between the Applicant/Transferor Company and its shareholders. In so far as such share....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

.... also more than sufficient to meet all their liabilities. The rights of the shareholders and creditors of the Transferee Company are thus not affected in any manner whatsoever by the Scheme. (f) Since there is no compromise or arrangement whatsoever between the Transferee Company and any classes of persons within the meaning of Sections 230 or 232 of the Companies Act, 2013, the Applicant/Transferor Company submits that no application or proceedings for sanction of the Scheme under the said Sections or any other provisions of the Companies Act, 2013 are required to be taken by the Transferee Company. In this regard, the Applicant/Transferor Company also relies upon an order dated 8th January 2021 passed by this Tribunal in Company ....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

....ady considered and given their consent to the Scheme. (b) It is directed that the Transferee Company is not required to file any petition for sanction of the Scheme as there is no compromise or arrangement whatsoever between the Transferee Company and any classes of persons within the meaning of Sections 230 or 232 of the Companies Act, 2013; 5. Notice under Section 230(5) of the Companies Act, 2013 along with all accompanying documents, including a copy of the aforesaid Scheme and statement under the provisions of the Companies Act, 2013 shall be served on the Regional Director, Northern Region, Ministry of Corporate Affairs, New Delhi; Registrar of Companies, Uttar Pradesh, Kanpur; Official Liquidator, High Court, Allahabad; I....