Bikki Raveendra Babu, Member - (1.) This is a joint petition filed by two Petitioner Companies for sanctioning of the Scheme of Arrangement in nature of amalgamation of Amola Holdings Private Limited ("the Transferor Company") with Arminius Enterprises Private Limited ("the Transferee Company").
(2.) The Petitioner Companies had filed a joint application before this Tribunal, being C A (CAA) No. 46 of 2017, for dispensing with convening and holding of the meetings of the Equity Shareholders and Unsecured Creditors of both the Companies. It was submitted that all the Equity Shares of both these companies were held by a common parent company viz. Shushrut Enterprises Private Limited and its nominees. The requisite written approval to the Scheme on affidavits from the said company and its nominees were placed on record along with certificates from Chartered Accountant. Similarly, the written consents from all the unsecured creditors of both these companies were placed on record along with certificates from Chartered Accountant. This Tribunal, vide its order dated 5th May 2017, inter-alia, dispensed with the meetings of the Equity Shareholders and Unsecured Creditors of both the petitioner companies. The said order also clarified that in view of the fact that there are no Secured Creditors of both these Companies; their meeting was not required to be held.
(3.) The Petitioner Companies were directed vide the said order dated 5th May 2017 to serve Notice of the Scheme to the Regulatory Authorities-viz. (i) Central Govt., through the Regional Director, North-Western Region, (ii) Registrar of Companies, Gujarat, (iii) concerned Income Tax Authorities; and (iv) Official Liquidator (only for the Transferor Company) along with requisite documents and disclosures. The notices were duly served on all the authorities between 16th May 2017 and 22nd May 2017. An affidavit dated 24th May 2017 confirming the compliance of the said directions for service of Notice on all the above Regulatory Authorities along with the acknowledgments for the same was filed with this Tribunal on 29th May 2017. In response to the said notice, a representation dated 13th June 2017 was received from the Regional Director, Western Region and a representation dated 14th June 2017 was received from the Office of the Official Liquidator. No representation from any other authority was received.;