XYZ Resources Ltd., a listed company, is in the process of merging into ABC Transactions Ltd., which is not a listed Company. As a Company Secretary, detail the additional aspects to be noted for the merger of XYZ Resour

In the given question, XYZ Resources Ltd. is the transferor and ABC Transactions Ltd. is the transferee company. Hence, any order of National Company Law Tribunal sanctioning the Scheme of Amalgamation does not automatically operate to make the transferee company a listed company. Further the scheme needs to have a provision for opting out of the scheme with proper compensation for the shareholders of the transferor listed company as per the provisions of section 232(3)(h) of the Companies Act, 2013. In addition, XYZ Resources Ltd., being a listed company need to file the draft scheme with stock exchange well before filing it with the Tribunal to obtain No Objection or Observation Letter in compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The validity of such 'No Objection or Observation' Letter is six months and such letter need to be placed before the Tribunal considering the sanction of the Scheme.