ORDER

1. The sanction of the Tribunal is sought under Sections 232 r/w Section 230 of the Companies Act, 2013 and other relevant provisions of the Companies Act, 2013 and the rules framed there under for the Composite Scheme of Arrangement of Belvedore International Limited (Transferor/Applicant Company No.1), Kanvas Concepts Private Limited, (Transferor/Applicant Company No.2), Kurlon Retail Limited (Transferor /Applicant Company No.3), Komfort Universe Products And Services Limited (Transferor /Applicant Company No.4), Starship Value Chain and Manufacturing Private Limited (Transferor/Applicant Company No.5), With Kurlon Enterprise Limited (Transferee/Amalgamating /Applicant Company No.6) With and into Sheela Foam Limited (Amalgamated/Applicant Company No.7).

2. The Board of Directors of the Transferor/Applicant Companies in its respective meetings held on 28.03.2024 have approved the Composite Scheme of Arrangement. The Appointed Date fixed under the Scheme is October 20, 2023, or any such date approved by this Tribunal or any other Appropriate Authority or any other competent authority.

3. The rationale for the proposed Scheme :-

The Amalgamating Company, along with Transferor Com