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Judgment
Rajesh Sharma Member (Technical)
The Bench is convened by videoconference today.
The Petition is Admitted.
Petitions fixed for hearing and final disposal on 21.03.2022.
Learned Counsel for Petitioner Companies states that in pursuance of the directions contained in the Order delivered on 17.08.2021 by this Tribunal in CA(CAA)/166/MB/2021, the meetings of Equity Shareholders of the first Petitioner Company was dispensed with in view of Consent Affidavits filed by the Equity Shareholders of the First Applicant Company.
Learned Counsel for Petitioner Companies states that in pursuance of the directions contained in the Order delivered on 17.08.2021 by this Tribunal in CA(CAA)/166/MB/2021, all the Secured Creditors had given Consent Affidavits in the First Petitioner Company. Accordingly, the meeting of Secured Creditors of the First Petitioner Company was dispensed with.
Learned Counsel for Petitioner Companies states that in pursuance of the directions contained in the Order delivered on 17.08.2021 by this Tribunal
in CA(CAA)/166/MB/2021,the meeting of Unsecured Creditors of the First Petitioner Company was not required to be held as the present Scheme is an Arrangement between the Applicant Companies and their respective Shareholders as contemplated under the provisions of Section 230(1) (b) of the Companies Act,2013. The notices were served individually upon all the Unsecured Creditors of the First Petitioner Company having an outstanding balance of Rs 1,00,000/- and above.
Learned Counsel for Petitioner Companies states that in pursuance of the directions contained in the Order delivered on 17.08.2021 by this Tribunal in CA(CAA)/166/MB/2021, the meeting of the Equity Shareholders in the Second Applicant Company was dispensed with. There are no Secured Creditors in the Second Applicant Company. All the Unsecured Creditors of the Second Petitioner Company had given Consent Affidavits. The meeting of Unsecured Creditors of the Second Petitioner Company was dispensed with.
Learned Counsel for Petitioner Companies states that, the Joint Scheme Petition is filed in Consonance with Sections 230 to 232 of the Companies Act,2013 along with the order delivered on 17.08.2021 by this Tribunal in CA(CAA)/166/MB/2021.
Learned Counsel for Petitioner Companies states that in pursuance of the directions contained in the Order delivered on 17.08.2021 by this Tribunal in CA(CAA)/166/MB/2021, the First Petitioner Company served notices upon all the Regulatory Authorities, namely, (i) the concerned Income Tax Authorities, (ii) the Central Government through the office of Regional Director, Ministry of Corporate Affairs, Western region, Mumbai, (iii) the Registrar of Companies, Mumbai through Registered Post AD/Speed Post and Hand Delivery as per Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, informing the date fixed for final hearing. If no response is received by the Tribunal from such authorities within 30 days of the date of receipt of the notice, it will be presumed that they have no objection to the proposed Scheme.
The Second Petitioner Company will serve again notices upon all the Regulatory Authorities, namely, (i) the concerned Income Tax Authorities, (ii) the Central Government through the office of Regional Director, Ministry of Corporate Affairs, Western region, Mumbai, (iii) the Registrar of Companies, Mumbai through Registered Post AD/Speed Post and Hand Delivery as per Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, informing the date fixed for final hearing.
The Petitioner Companies shall issue notice of final Hearing by Registered Post-AD/ Speed -Post and Hand Delivery upon all the Regulatory Authorities, namely, (i) the concerned Income Tax Authorities, (ii) the Central Government through the office of Regional Director, Ministry of Corporate Affairs, Western region, Mumbai, (iii) the Registrar of Companies, Mumbai.
At least 10 (ten) days before the date fixed for hearing, the Petitioner Companies to publish the notice of hearing of Petition in two local newspapers viz. “Business Standard”, in English language and translation thereof in “Navshakti”, in Marathi language, both having circulation in Mumbai as per Rule 16 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016.
The petitioner Companies shall host notices along with the copy of the Scheme on their respective websites, if any.
The Petitioner Companies shall file a compliance report regarding the issue of advertisement of the notice of the hearing of the Company Petition stating that the same has been duly complied with the Registry in regard to the directions of this Tribunal, 3 (three) days before the date fixed for final hearing.