- (1.) Heard Advocates for the parties. No objector has come before this Hon'ble Tribunal to oppose the Scheme nor any party has controverted any averments made in the Company Scheme Petitions.
(2.) The sanction of this Hon'ble Tribunal is sought under Sections 230 to 232 of the Companies Act, 2013 to the Composite Scheme of Arrangement between Nowrosjee Wadia & Sons Ltd. ("Transferee Company"), N.W. Exports Limited ("Transferor Company 1") and Sunflower Investments & Textiles Limited ("Transferor Company 2") (Transferor Company 1 and Transferor Company 2 are hereinafter collectively referred to as "Transferor Companies") and their respective shareholders (hereinafter referred to as "Scheme"), whereunder it is proposed to, inter alia, amalgamate, transfer and vest all assets, properties and liabilities of the Transferor Companies with the Transferee Company, as provided in the Scheme.
(3.) The Learned Counsel appearing on behalf of the Petitioner Companies states that the Transferor Company 1 is inter alia, engaged in the business of distribution of mutual funds and holds investments in Wadia Group companies and Transferor Company 2 holds investments in Wadia Group companies. Transferee Company is, inter alia, engaged in the business of providing, supplying, maintaining, operating all business administrative services, solutions, facilities to various persons and companies including but not limited to Wadia Group companies and holds investments in Wadia Group companies.;