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2025 Supreme(Online)(NCLT) 1321

NATIONAL COMPANY LAW TRIBUNAL
HARNAM SINGH THAKUR, SHISHIR AGARWAL, JJ
FREECHARGE PAYMENT TECHNOLOGIES PRIVATE LIMITED – Appellant
Versus
FREECHARGE BUSINESS AND TECHNOLOGY SERVICES LIMITED – Respondent


Advocates:
For the Appellants/Petitioners: Ms. Munisha Gandhi, Mr. Vivek Sethi, Ms. Salina Chalana, Mr. Rohit Jolly
For the Respondents: N/A

Table of Content
1. overview of the applicant companies and scheme (Para 1 , 2 , 4 , 5 , 6)
2. dispensation of meetings and notices (Para 3 , 13)
3. financial compliance and valuation (Para 8 , 10 , 11 , 12)
4. pending legal proceedings and compliance (Para 14 , 15 , 18 , 19 , 20)
5. court's directions and conclusion (Para 29 , 30 , 31)

ORDER

This is a Joint First Motion Application filed by the Applicant Companies namely; FREECHARGE PAYMENT TECHNOLOGIES PRIVATE LIMITED (FPTPL) (hereinafter referred to as the or “Applicant Company No.1 or Demerged Company”), FREECHARGE BUSINESS AND TECHNOLOGY SERVICES LIMITED (FBTSL) (hereinafter referred to as the “Applicant Company No.2 or Resulting Company”) under the provisions of Section 230 to 232 and other applicable provisions of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 (hereinafter referred as the “Rules”).

2. Under the scheme, the business undertaking comprising of Business Correspondent Activities and Technology Service Provider Activities of the Demerged Company will be transferred to Resulting Company.

3. The Applicant Companies have prayed for dispensation with the requirement of

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