TaxTMI 
TaxTMI 
Companies (Compromises, Arrangements and Amalgamations) Amendment Rules, 2025.
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....o invite objections or suggestions from the Registrar and official liquidator or persons affected by the scheme shall be in Form No. CAA.9: Provided that in case of a company regulated by a sectoral regulator such as Reserve Bank of India, Securities and Exchange Board, Insurance Regulatory and Development Authority of India or Pension Fund Regulatory and Development Authority, as the case may be, the notice shall be issued to the concerned regulator and to respective stock exchanges, for listed companies, for objections or suggestions within the period specified in clause (a) of sub-section (1) of section 233.". (b) in sub-rule (1A),− (i) in clause (ii), for the words "small company", the words "small company; or" shall be substituted. (ii) after clause (ii), the following clauses shall be inserted, namely:- "(iii) one or more unlisted company, (not being company referred to in section 8 of the Act) with one or more unlisted company, (not being company referred to in section 8 of the Act), where every company involved in the merger,− (a) has, in aggregate, outstanding loans, debentures or deposits not exceeding two ....
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....he scheme as agreed to by the members and creditors, along with a report of the result of each of the meetings and the report of the registered valuer in Form No. CAA.11 (as attachment to Form RD-1), with the Central Government, along with the fees as provided under the Companies (Registration Offices and Fees) Rules, 2014: Provided that in case of a company referred to in proviso to sub-rule (1), a statement about the manner in which the objections or suggestions, if any, of the sectoral Regulator or the stock exchanges, as the case may be, have been addressed in the scheme shall be attached with the scheme.". (e) after sub-rule (8) the following sub-rule shall be inserted, namely:- "(9) The provisions of this rule shall, mutatis mutandis, apply in respect of a scheme of division or transfer of undertaking of a company referred to in clause (b) of sub-section (1) of section 232 and while passing such order, the Central Government may make provisions of the nature specified in clauses (a) to (j) of sub-section (3) of section 232 to the extent they are applicable.". 3. In the said rules, in Annexure-A, for Forms CAA-9, CAA-10, CAA-11 and CAA-12, the fol....
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....eclare that we have made a full enquiry into the affairs of the company and have formed the opinion that the company is capable of meeting its liabilities as and when they fall due and that the company will not be rendered insolvent within a period of one year from the date of making this declaration. We append an audited statement of company's assets and liabilities as at ............ being the latest date of making this declaration. We further declare that the company's audited annual accounts including the Balance Sheet have been filed upto date with the Registrar of Companies ....................... Signed for and behalf of the board of directors (1) Signature: ................... Date Name: .................. Place Managing Director, if any (2) Signature: ................... Name: ................... Director (3) Signature: ................... Name: .................... Director Verification We solemnly declare that we have made a full enquiry into the affairs of th....
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....ted cost of liquidation and other expense including interest accruing until payment of debts in full. 4. Unsecured creditors (amounts estimated to rank for payment) (a) Trade accounts (b) Bills payable (c) Accrued expense (d) Other liabilities (e) Contingent liabilities ............................. Total: ............................. Total estimated value of assets Rs............................ Rs............................ Total liabilities Rs. ........................... Estimated surplus after paying debts in full Remarks (1) Signature: ....................... Name: ...................... Managing Director (2) Signature: ...................... Name: ...................... Director (3) Signature: ..................... Name: ..................... Director Place : ............... Date: ............... FORM NO. CAA.10A [Pursuant to section 233 and rule 25 (1A) (iii)] Certificate by the auditor Certified that M/s __________________________________ which is filing a copy of the scheme approved&nbs....
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.... (iv) Approved by majority of: (members or class of members holding atleast ninety percent of the total number of shares) (b) Approval by creditors (i) Date of dispatch of notice to creditors: (ii) Date of the meeting of creditors: (iii) Date of approval of scheme in creditors meeting: (iv) Approved by majority of: (at least nine tenths in value of creditors) 7. Details of approval of the scheme by the transferor company: (a) Approval by members (i) Date of dispatch of notice to members: (ii) Date of the General meeting: (iii) Date of approval of scheme in the General meeting: (iv) Approved by majority of: (members or class of members holding atleast ninety percent of the total number of shares) (b) Approval by creditors (i) Date of dispatch of notice to creditors: (ii) Date of the meeting of creditors: (iii) Date of approval of scheme in such meeting: (iv) Approved by majority of: (at least nine tenths in value of creditors) Declaration I ....................the director of the transferee/ resultant company hereby declares that- (i) Notice....