The Report of the Official Liquidator in a Scheme of Amalgamation is the route map in any Amalgamation process, which requires ample information from the parties involved in a Corporate Amalgamation. Provide the list of

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · June 2018
The Report of the Official Liquidator in a Scheme of Amalgamation is the route map in any Amalgamation process, which requires ample information from the parties involved in a Corporate Amalgamation. Provide the list of information to be furnished by them respectively to Auditor appointment by the Official Liquidator.

Answer & Explanation:

The Following Information is required to be furnished to the Auditors Appointed by the Official Liquidator. From the transferor company Certified true copy of the scheme of amalgamation alongwith the petition. Certified true copy of the Memorandum and Articles of Association of the company. List of shareholders of the company with their shareholding. Any changes during the last five years to be indicated. Accounts of the company made upto the appointed day of amalgamation. Address of the registered office of the company. Present authorised and paid-up share capital of the company. Changes in the Board of directors during the last five years alongwith list of present Board of directors. Auditors reports for the last 5 years. List of associated concern in which directors are interested. List of various appeals pending under Income-tax, Sale Tax, Excise Duty, Custom Duty, FEMA, etc. Details of loans and advances given to the associated concern/companies under the same management during the last five years. Details of revaluation of assets. Details of any allegations and/or complaints against the company. Details of amount paid to the managing director, directors or any relative of the directors during the last five years. Comparative statement of profit and loss account and balance sheet for the last five years. Details of bad debts written off during the last five years. Statutory Register and List of all charges registered with the Registrar of Companies and the amount secured against the same. Copy of the latest annual return filed with the Registrar of Companies along with Annexures. Details of all the subsidiary companies as under: Authorised and paid-up share capital of the company. List of present shareholders alongwith details of changes in the shareholding patterns during the last five years. Shareholding details. The following information of the transferee company is required by the auditor Names of the existing directors of the company. List of common shareholders of the companies involved in the amalgamation with individual shareholding. Authorised and paid up capital of the company. Copy of latest audited balance sheet. The auditors may also require the following records of the transferor company for examination Books of accounts and relevant records for the last five years. Minutes book of Board and General Meetings. Statutory Registers.

Topics: Corporate Restructuring

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