Bikki Raveendra Babu, Member - (1.) By these petitions under Sections 230 to 232 of the Companies Act, 2013, the petitioner companies are seeking sanction of the Scheme of Amalgamation of Cello Pens Private Limited ("First Transferor Company"), Cello Stationery Products Private Limited ("Second Transferor Company"), Cello Tips and Pens Private Limited ("Third Transferor Company"), Cello Writing Instruments and Containers Private Limited ("Fourth Transferor Company"), and Pentek Pen and Stationery Private Limited ("Fifth Transferor Company") with Cello Plastic Products Private Limited ("Transferee Company") ["Scheme" for short].
(2.) The petitioner companies, respectively, filed Company Petition Nos. 818 of 2016, 820 of 2016, 821 of 2016, 822 of 2016 and 823 of 2016 before the High Court of Judicature at Bombay, seeking sanction of the Scheme. The Honourable High Court of Judicature at Bombay, by order dated 25th November, 2016, admitted the aforesaid Company Petitions. Thereafter, the Hon'ble High Court of Judicature at Bombay, transferred the abovementioned Company Petitions to NCLT, Mumbai, in light of the Rule 3 of the Companies (Transfer of Pending Proceedings) Rules, 2016. Hon'ble NCLT Mumbai, by communication dated 21.02.2017, transferred the Company Petitions to this Tribunal and the petitions came to be renumbered as TP Nos. 48 to 52 of 2017.
(3.) This Tribunal by respective orders passed in TP Nos. 48, 49, 50, 51 and 52 of 2017 dated 21st April, 2017, fixed the date of hearing of the petitions as 24th May, 2017 and directed all the petitioner companies to issue notice of hearing of petitions by way of advertisement in English and Gujarati Newspapers in which the earlier publications were made pursuant to the order of the Hon'ble High Court of Judicature at Bombay dated 25.11.2016, not less than 10 days before the date fixed for hearing calling for their objections, if any, on or before the date of hearing. The petitioners were also directed to issue individual notices to all its Equity Shareholders, Secured and Unsecured Creditors, not less than 10 days before the date fixed for hearing calling for their objections, if any, on or before the date of hearing. This Tribunal also directed issuance of notice to (i) Regional Director, Western Region, Mumbai (ii) Registrar of Companies, Goa, (iii) concerned Income Tax Authorities, Mumbai, (iv) Official Liquidator, Gujarat and (v) Reserve Bank of India, asking them to file their representations if any, within 30 days from the date of receipt of notice with a condition that in case no representation is received by this Tribunal, it shall be presumed that the above said authorities have no representation to make on the proposed Scheme of Arrangement.;