FK Logistics Pvt Ltd, RK Infrastructure Pvt Ltd and SK Systems Pvt Ltd jointly submitted a scheme of amalgamation before Hon'ble NCLT. Upon investigation, it was found that an enquiry with respect to FK Internet Pvt Ltd

This facts of the given situation are similar to the case between Flipkart Logistics Pvt Ltd & Ors v. Regional Director, South East Region & Ors. The appellants jointly filed a petition for amalgamation before the National Company Law Tribunal (NCLT). Appellants 1 & 2 were the transferor companies and appellant no 3 was the transferee company. Upon coming to know that an enquiry with respect to Group Company of companies involved in scheme of amalgamation was pending, NCLT rejected the scheme of amalgamation. Aggrieved by the decision, parties choose to appeal against the order of NCLT to National Company Law Appellate Tribunal. Having heard, learned counsel for both the sides, it appears that the reasons recorded in impugned order by the Ld. NCLT cannot be maintained. The enquiry was not against any of the Transferor or Transferee Companies. It was against Flipkart Internet Pvt. Ltd. The said Company is not the subject matter of the scheme. Also, the appellants had already given undertakings to ensure that if the inquiry against Flipkart Internet Private Limited has findings proved against them, then the appellants and their Promoters and Directors and Shareholders shall remain responsible for any liability, if any, getting attracted against them. Going through the records and considering the submissions made, an impugned order was set aside and allowed the appeal. Also, scheme of amalgamation was sanctioned with modification that appellants no 1 to 3 shall be bound by undertaking that "Appellant no 1, 2 and 3, their promoters and Directors and Shareholders shall remain responsible for any liability, if any, getting attracted against them due to the enquiry against "Flipkart Internet Pvt. Ltd". The scheme as regards the Appellants will be treated as approved to the extent of the Amalgamation of the Appellant nos 1, 2 and 3. The matter was remitted back to the Ld. NCLT and request to issue further formal order (s) required to be issued, within a month of receipt of copy of this judgement and order. In view of the case discussed above, it can be said that joint petition is maintainable, and appeal may be allowed.