Amps Global Private Limited vs Registrar of Companies

Abni Ranjan Kumar Sinha, Member (Judicial)

This Company Petition jointly filed by the Applicant Companies is coming before us for admission, fixing a date for hearing and final disposal of the

Application as well as for a direction for publication and issuance of notices to the concerned authorities for objections, if any, to the Composite

Scheme of Amalgamation (hereinafter, referred to as the “SCHEMEâ€) contemplated between the Applicants, which will take effect from the

Appointed Date of 01.04.2019.

 As per the averments, the Registered offices of all the Applicant Companies are located in Delhi and hence, falling within the territorial

jurisdiction of this Bench.

 From the case records, it is seen that the First Motion seeking directions for dispensing with the meetings of Equity Shareholders, Secured

Creditors and Unsecured Creditors was filed before this Tribunal in C.A.(CAA)-54/ND/2020 under Sections 230-232 of the Companies Act, 2013 and

vide order dt. 22.12.2021, directions were issued by this Tribunal to dispense with the meetings of Equity Shareholders, Secured Creditors and

Unsecured Creditors of the Applicant Companies.

The prayers in this Petition by way of Second Motion are for fixing a date of hearing as well as other consequential directions in terms of the

provisions of the Section 230 to 232 of Companies Act, 2013 read with Rule 16 of the Companies (Compromise, Arrangements and Amalgamation)

Rules, 2016. It is now hereby ordered as follows:

(i) Â The Petition stands Admitted.

(ii) Â The date of hearing of the Petition filed by the Applicant Companies for approval of the Scheme is fixed for 18.04.2022.

(iii)  Notice of the hearing shall be published in the newspapers namely, “Business Standard†in English and “Business Standard†in Hindi (Delhi edition) in

not less than 40 days before the aforesaid date fixed for hearing.

 In addition to the publication of the above Public Notice, the Applicant Companies shall individually serve the notices of this Petition to the

following Authorities, namely:

(a) Â Central Government through Regional Director (Northern Region), Ministry of Corporate Affairs,

(b) Â Registrar of Companies, NCT of Delhi & Haryana, Ministry of Corporate Affairs,

(c) Official Liquidator, Delhi,

(d) The Jurisdictional Income Tax Authorities,

(e) The Reserve Bank of India, New Delhi;

(f) Such other Sectoral Regulatory Authorities, which govern working of the Companies involved in the Scheme; at least 40 days before the date fixed for hearing of

this Petition.

 That the Applicant Companies shall, at least 7 days before the date of hearing of the Petition, file an Affidavit of Service in relation to the

Newspaper publication effected as well as service of Notices on the Authorities as specified above including the Sectoral Regulators, if any.

 Objections, if any, by the Authorities to whom Notices are given on or before the date of hearing fixed herein may be filed to the

“SCHEME†contemplated by the Applicant Companies, failing which it will be considered by this Tribunal that there is no objection to approval of

the “SCHEME†on the part of the Authorities, subject to other conditions as may be applicable under the Companies Act, 2013 and relevant rules

framed there under being satisfied.