2023 (2) TMI 1383

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....ate ORDER PER: JUSTICE TELAPROLU RAJANI, HON'BLE MEMBER (JUDICIAL) This petition has been jointly filed by HT Mobile Solutions Limited and HT Media Limited ('Petitioner Companies') under Sections 230 to 232 of the Companies Act, 2013, read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, and the National Company Law Tribunal Rules, 2016, for the purpose of the approval of the proposed Scheme of Arrangement between HT Mobile Solutions Limited (Transferor Company/Petitioner Company-1) and HT Media Limited ('Transferee Company'/'Petitioner Company-2'). The copy of the Scheme of Amalgamation (hereinafter referred as the "Scheme"), has been placed on record. 2. The Transferor Company/ Petitioner Company N....

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....d regulatory compliances & associated costs due to operation of multiple listed and unlisted entities; d. Optimization of the allocated capital & availability of funds which can be deployed more efficiently to pursue the operational growth opportunities; e. Consolidation of businesses under the Transferee Company/ Applicant No. 2 thereby resulting in synergies, pooling of financial, managerial, technical, and human resources, thereby creating stronger base for future growth and value accretion for the stakeholders; f. Consolidation of businesses under the Transferee Company/ Applicant No. 2 thereby resulting in savings of operational costs which has become critical for long term sustainability and will also lead t....

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....eree Company to convene meeting of Unsecured Creditors and Secured Creditors as per the provisions of Section 230-232 of the Companies Act, 2013. 7. The Petitioner Companies submits that the Petitioner Companies had complied with the First Motion order in the following manner:- a) On 25 March 2022 the Transferor Company (M/s. HT Mobile Solutions Limited) conducted the meeting of its equity shareholders for approval of the Scheme and the Scheme has been approved by requisite majority of the equity shareholders of the Transferor Company. The report of the Chairman to this effect has been filed with this Hon'ble Tribunal on 28 March 2022. b) On 28 March 2022 the Transferee Company conducted meeting of its Unsecured and....