IN RE Vs. SANTRAM TRANSFORMERS PRIVATE LIMITED
LAWS(NCLT)-2017-12-814
NATIONAL COMPANY LAW TRIBUNAL
Decided on December 22,2017

IN RE Appellant
VERSUS
SANTRAM TRANSFORMERS PRIVATE LIMITED Respondents

JUDGEMENT

- (1.) The object of this Application is to ultimately obtain sanction of this Tribunal to the Scheme of Amalgamation whereby the SAGARSONS PRIVATE LIMrTED, SIVANGAN TRACON PRIVATE LIMITED, PENTHER MERCHANTS PRIVATE LIMITED, SAGAR FINVEST PRIVATE LIMITED AND SKYLARK COMMOTRADE PRIVATE LIMITED, Transferor Companies, will be merged / amalgamated with SANTRAM TRANSFORMERS PRIVATE LIMITED, the Transferee Company, with Transfer Date or Appointed date being 01-04-2016.
(2.) As stated in the application, the reasons that have necessitated and/or justified the Scheme of Amalgamation to amalgamate the Transferor companies with the Transferee company, are, inter alia, as follows : (a) The Transferor Companies are engaged in investing activities and the Transferee Company is engaged in the business of Non-Banking Finance and Investment. The business of the Transferor companies and the Transferee Company can be combined and carried forward conveniently with combined strength ; (b) The amalgamation will enable the Transferee Company to consolidate in line of business by restructuring and re-organising its business activities and capital structure ; (c) The amalgamation will enable the amalgamated companies to broad base their business activities under the roof of the Transferee Company ; (d) The amalgamation will result in economy of scale including reduction in overhead expenses relating to manangement and administration in better and more productive utilisation of various resources ; (e) The business of the company can be conveniently and advantageously combined together and in general, business of the Company concerned, will be carried on more economically and profitably under the Scheme of Amalgamation ; (f) The Scheme of Amalgamation will enable the establishment of a larger company with larger resources and a larger capital base enabling further development of the business of the company concerned. The Scheme of Amalgamation will also enable the undertakings and business of the said applicant company to obtain greater facilities possessed and enjoyed by one large company compared with a number of small company for raising capital, securing and conducting trade on favourable terms and other benefits ; (i) The Scheme of Amalgamation will have beneficial results for the Company concerned, their shareholders, employees and all concerned.
(3.) A copy of the Scheme of Amalgamation is annexed to the application.;


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