"Dissatisfactory implementation of sanctioned compromise and arrangement for amalgamation or merger may lead to liquidation." Examine the statement in relation to powers of Tribunal in terms of Companies Act, 2013.

CS Professional · Corporate Restructuring, Valuation and Insolvency · PYQS · December 2019
"Dissatisfactory implementation of sanctioned compromise and arrangement for amalgamation or merger may lead to liquidation." Examine the statement in relation to powers of Tribunal in terms of Companies Act, 2013.

Answer & Explanation:

Mergers and amalgamations are not defined under the Companies Act, 2013, but the schemes submitted are in the nature of compromise and arrangement. Section 231(1) of the Act empowers the Tribunal to supervise the implementation of any such scheme of compromise or arrangement. The Tribunal may at the time of order or at any time, thereafter, may give such directions in regard to any matter, or make such modifications in the compromise or arrangement as it may consider necessary, for the proper implementation of the compromise or arrangement. On the other hand, if the Tribunal finds to its satisfaction that the scheme could not be implemented even with modifications and the company is unable to pay its debts, the Tribunal may order winding-up of such company. Thus, dissatisfactory implementation of any scheme of compromise or arrangement may lead to the winding-up or liquidation and such an order shall be deemed to be an order made under section 273 of Companies Act, 2013.

Topics: Compromises, Arrangements and Amalgamations

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