K. Anantha Padmanabha Swamy, Member - (1.) Under consideration are Three Company Petitions filed before the Hon'ble Madras High Court under the provisions of the erstwhile Companies Act, 1956 which stood transferred to this Tribunal pursuant to the Companies (Transfer of Proceeding Proceedings) Rules, 2016 and renumbered as TP(HC) /104/CAA/2017, TP(HC) /105/CAA/2017 and TP(HC) /106/CAA/2017. The purpose of the petitions is to obtain the sanction to the Scheme of Amalgamation (hereinafter referred to as 'Scheme') by virtue of which M/s. ABN Estates Housing Private Limited (hereinafter referred as 'Transferor Company-1') and M/s. Malladi Project Management Centre Private Limited((hereinafter referred as 'Transferor Company-2') are proposed to be amalgamated, merged and vested with Malladi Specialities Limited(hereinafter referred as 'Transferee Company') as a going concern.
(2.) The Authorised and issued, subscribed & paid up share capital of the Transferor and the Transferee Companies together with secured/unsecured creditors are as under: JUDGEMENT_782_LAWS(NCLT)1_2018_1.html
(3.) The Transferor Company-1 is a Private Limited Company. It was incorporated on 08.03.2007 under the provisions of the Companies Act, 1956, having its registered office at No. 41, Navaratna Gardens, Ekkatuthangal, Chennai-600097 inter-alia engaged in business of owning property and investment etc. The Transferor Company-2 is a Private Limited Company, it was incorporated on 28.07.1980 under the provisions of the Companies Act, 1956, having its registered office at No. 9, GST Road, St. Thomas Mount, Chennai-600016 inter-alia engaged in business of Project Management & Investment etc. The Transferee Company is a Public Unlisted Company, it was incorporated on 04.08.1989 under the provisions of the Companies Act, 1956, under the name and style of M/s. Lactochem Limited. Subsequently, the name of the company was changed from M/s. Lactochem Limited to Malladi Specialities Limited, having its Registered office at No. 9, GST Road, St. Thomas Mount, Chennai-600016 inter-alia engaged in business of Organic & inorganic Chemicals and fine Chemicals etc. The Board of Directors of the Transferor Companies and Transferee Company vide their resolutions dated 30.03.2016 respectively approved the said scheme of Amalgamation.;