IN THE NATIONAL COMPANY LAW TRIBUNAL

NEW DELHI BENCH (COURT-II)

COMPANY PETITION NO. CP(CAA)-74(ND)/2022

CONNECTED WITH

COMPANY APPLICATION NO. CA(CAA)-16(ND)/2022 IN THE MATTER OF SCHEME OF AMALGAMATION:

BETWEEN

RAAMA BUILDCON PRIVATE LIMITED

Having its Registered Office at:

D-49, MANSAROVAR PARK, SHAHADARA, Delhi-110032

… Petitioner No.1 /Transferor Company No. 1

AND

S.K. TECHNOBUILD PRIVATE LIMITED

Having its Registered Office at:

D-49, MANSAROVAR PARK, SHAHADARA, Delhi-110032

… Petitioner No.2 /Transferor Company No. 2

AND

NEELKANTH TOWERS PRIVATE LIMITED

Having its Registered Office at:

H.NO.35, IIIRD FLOOR CHURCH ROAD, JANGPURA,

New Delhi, BHOGAL, Delhi, India, 110014

… Petitioner No.3 /Transferor Company No. 3

WITH ASHTECH INDUSTRIES PRIVATE LIMITED Having its Registered Office at:

D-49, MANSAROVAR PARK, SHAHADARA, Delhi-110032 … Petitioner No.4 /Transferee Company AND THEIR RESPECTIVE SHAREHOLDERS AND CREDITORS Order Delivered on: 07.10.2024 Under Section: 230 to 232 of the Companies Act, 2013 CORAM:

SH. ASHOK KUMAR BHARDWAJ, HON’BLE MEMBER (J)

SH. SUBRATA KUMAR DASH, HON’BLE MEMBER (T)

PRESENT:

For the Petitioner : Adv. Saurabh Kalia, Adv. Karan Mehta Mr.

Rajeev K Goel, Mr. Kartikeya Goel Advs For the RD : Adv. Shankari Mishra For the OL : Ms. Hemlata Rawat, Mr. Aayushmaan Vatsyayana ORDER The present petition has been preferred by the Transferor Company Nos. 1, 2 & 3 and the Transferee Company jointly under Section 230 to 232 of Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 for approval of the Scheme of Amalgamation (hereinafter referred to as ‘Scheme’ for brevity), as contemplated between the Companies, its Shareholders and Creditors. The copy of the Scheme has been placed on record. The details of the Companies proposed to be amalgamated, as placed on record, are given in the following paragraphs.

2. RAAMA BUILDCON PRIVATE LIMITED (hereinafter referred to as the “Petitioner No. 1/Transferor Company No. 1”) having CIN U45201DL2003PTC119076 is a company incorporated on 21.02.2003 under the Companies Act, 1956. The registered office of the Transferor Company No. 1 is situated at D-49, MANSAROVAR PARK, SHAHADARA, DELHI, Delhi, India, 110032.

3. S.K. TECHNOBUILD PRIVATE LIMITED (hereinafter referred to as the “Petitioner No. 2/Transferor Company No. 2”) having CIN U70101DL2006PTC147103 is a Company incorporated on 03.03.2006 under the provisions of the Companies Act, 1956. The Registered Office of the Transferor Company No. 2 is situated at D-49, MANSAROVAR PARK, SHAHADARA, DELHI, Delhi, India, 110032.

4. NEELKANTH TOWERS PRIVATE LIMITED (hereinafter referred to as the “Petitioner No. 3/Transferor Company No. 3”) having CIN U45201DL2002PTC116745 is a Company incorporated on 28.08.2002 under the provisions of the Companies Act, 1956. The Registered Office of the Transferor Company No. 2 is situated at H.NO.35, IIIRD FLOOR CHURCH ROAD, JANGPURA, New Delhi, BHOGAL, Delhi, India, 110014.

5. ASHTECH INDUSTRIES PRIVATE LIMITED (hereinafter referred to as the “Petitioner No. 4/Transferee Company”) having CIN U74899DL2002PTC116862 is a Company incorporated on 06.09.2002 under the provisions of the Companies Act, 1956, the Transferee Company is having its Registered Office at D-49, MANSAROVAR PARK, SHAHADARA, DELHI, Delhi, India, 110032.

6. The present Petition has been filed jointly by all the Transferor Companies and Transferee Company. All the ‘Transferor’ and ‘Transferee’ Companies together are called ‘Petitioner Companies’ hereinafter. The Registered offices of all the Companies being in Delhi, the jurisdiction lies with this Bench.

7. From the records, it is seen that the First Motion petition was filed by the Petitioner Companies seeking directions for dispensing with the meeting of Equity Shareholders, Secured Creditors and Unsecured Creditors of both the Companies. Further, in the First Motion Application bearing No. C.A.(CAA) 16/ND/2022 under Section 230-232 of Companies Act 2013, directions wer