SUP Ltd. is a public company incorporated in India. It wants to propose a scheme of arrangement (merger) with another company in the same line of business in India. Help the company in preparing such a scheme of arrangem

Preparation of Scheme of Amalgamation The scheme of amalgamation to be prepared by the company should contain inter-alia the following information: Brief details of transferor and transferee companies. Appointed date. Main terms of transfer of assets and liabilities from transferor to transferee. Effective date of the scheme. The terms of carrying on the business activities by transferor between 'appointed date' and 'effective date'. Details of share capital of transferor and Transferee Company. No compromise or arrangement shall be sanctioned by the Tribunal unless a certificate by the company's auditor has been filed with the Tribunal to the effect that the accounting treatment, if any, proposed in the scheme of compromise or arrangement is in conformity with the accounting standards prescribed under Section 133. Approach the Tribunal In terms of provisions of Section 232(1), an application is required to be made to the Tribunal for sanctioning a scheme of an arrangement (merger) proposed between a company and another company. On receiving the application, the Tribunal may order a meeting of the creditors or class of creditors or the members or class of members, as the case may be, to be called, held and conducted in such manner as the Tribunal may direct and the provisions of sub-sections (3) to (6) of Section 230 shall apply mutatis mutandis. The company, after receiving such order must circulate the required documents for members'/creditors' meeting as stated under the provisions of Section 232(2).