"Documentation in a proper manner is the steppingstone and an important aspect in fulfilment of legal requirements and obligations in mergers and amalgamations" - analyse the statement indicating the important steps to b

CS Professional · Corporate Restructuring, Insolvency, Liquidation & Winding-up · PYQS · June 2021
"Documentation in a proper manner is the steppingstone and an important aspect in fulfilment of legal requirements and obligations in mergers and amalgamations" - analyse the statement indicating the important steps to be involved for successful completion of mergers or amalgamations.

Answer & Explanation:

In cases of a compromise or arrangement in connection with scheme for reconstruction of any company or companies or for amalgamation or merger of any two or more Companies, petitions need to be filed with National Company Law Tribunal (NCLT) in terms of Sections 230 to 232 of the Companies Act, 2013. There is no definition of either merger or amalgamation in the Companies Act, 2013. Nevertheless, Central Government made Companies (Compromise, Arrangements and Amalgamations) Rules, 2016 that guides effective steps for fruitful results. Accordingly, steps involved are: Drafting the scheme Approvals by Boards of directors of the companies involved Stock Exchange approvals in case of Listed companies Application to NCLT to convene meetings of members and creditors and convening of such meetings No objections from Regional Director and Official Liquidator Filing petition to NCLT for Approving Scheme Obtaining orders and filing the orders with Registrar of Companies

Topics: Mergers & Amalgamations

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