- (1.) This second motion petition has been filed under Sections 391 to 394 of the Companies Act, 1956, duly supported by affidavits, for sanction of the Scheme of Amalgamation (Annexure P-1) of M/s Colors Textiles Limited (Amalgamating Company/ Transferor Company) with M/s Lotus Integrated Texpark Limited (Amalgamated Company/ Transferee Company) (hereinafter referred to as 'the Scheme').
(2.) The Amalgamating Company/Transferor Company was incorporated in the State of Punjab as Colors Textiles Limited on 09.02.2010. The registered office of the Amalgamating Company/Transferor Company is situated at LITL Textile Park, Mansa Road, Dhaula, Barnala, Punjab. The main objects of the Amalgamating Company/Transferor Company are detailed in the Memorandum of Association annexed with the petition as Annexure P-4. The authorized, issued, subscribed and paid up capital of Amalgamating Company/Transferor Company as on 31.12.2013 is as under: Share Capital Amount in INR (Indian Rupees) Authorized Share Capital 3,00,00,000 equity shares of INR 10/- each 30,00,00,000/- Issued, Subscribed and Paid-up Share Capital 2,15,41,661 equity shares of INR 10/- each 21,54,16,610/- There is no change in the capital structure of the Amalgamating Company since December 31, 2013.
(3.) The Amalgamated Company/Transferee Company was incorporated in the State of Punjab as Lotus Integrated Texpark Limited on 29.11.2006. The registered office of the Amalgamated Company/Transferee Company is situated at Trident Complex, Raikot Road, Barnala, Punjab. The main objects of the Amalgamated Company/Transferee Company are detailed in the Memorandum of Association annexed with the petition as Annexure P-7. The authorized, issued, subscribed and paid up capital of Amalgamated Company/Transferee Company as on 31.12.2013 is as under: Share Capital Amount in INR (Indian Rupees) Authorized Share Capital 3,00,00,000 equity shares of INR 10/- each 30,00,00,000/- Issued, Subscribed and Paid-up Share Capital 2,30,60,000 equity shares of INR 10/- each 23,06,00,000/- There is no change in the capital structure of the Amalgamated Company since December 31, 2013.;