Dismisses Govt. objection to amalgamation scheme over procedural non-compliance; Co.’s Articles prevail
HC rejects Central Govt’s objection to scheme of amalgamation regarding compliance of Sec 117 of Companies Act, 2013 (which stipulates that copy of every resolution / agreement, passed in meeting shall be filed with the Registrar within thirty days of its passing / making thereof) and filing of form MGT-14; Accepts petitioner’s stand that since Article 25 of Articles of Association of transferee company specifically stated that “share capital can be altered by passing any ‘Ordinary Resolution’”, such scheme of amalgamation need not be amended; States that, “I find that observations of the Regional Director, Company Law Board, Eastern Region, Ministry of Corporate Affairs made in paragraph 2(a) of their Affidavit are unnecessary..It is held that compliance with provisions of Section 117 of the Companies Act, 2013 and filing of e-form MGT-14 are not required”; Directs for approval of scheme of amalgamation:Gauhati HC
