Jinan K.R., Member - (1.) This petition has been jointly filed by the petitioner nos.1 and 2, i.e., Sidhi Vinayak Tradecom Private Limited (hereinafter referred to as the Transferor Company) and IRC Natural Resources Private Limited (hereinafter referred to as the Transferee Company) for obtaining sanction of this Tribunal regarding Scheme of Amalgamation of the petitioner no.1 with the petitioner no.2. In this context, it is mentioned herein that Transferor company is a wholly-owned subsidiary of Transferee Company.
(2.) The object of this petition is to obtain sanction of this Tribunal to the proposed Scheme of Amalgamation of Sidhi Vinayak Tradecom Private Limited, being the petitioner no.1 abovenamed with IRC Natural Resources Private Limited, being the petitioner no.2 abovenamed, whereby and where under the entire undertaking of the Transferor Company together with all its properties, rights, claims and liabilities relating thereto are proposed to be transferred to and vest in the Transferee Company on the terms and conditions as fully stated in the said Scheme of Amalgamation, a copy whereof has been annexed and marked with the letter "A" to the petition.
(3.) It is observed from the records that a supplementary affidavit has been affirmed on 31st July, 2017 and has been submitted before this Tribunal containing approval of the scheme of amalgamation by the Board of Directors of the respective petitioner companies annexed and marked as "A" and Auditor's certificate regarding declaration to the extent that the petitioner no.1 is not having any creditor, annexed and marked with the letter "B". The petitioner companies have also submitted through supplementary affidavit containing copy of the list of secured and unsecured creditors of the petitioner no.2 along with their consent letters regarding the scheme of amalgamation aggregating to more than 90% in value, annexed and marked with the letters "C" and "D" respectively.;