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NATIONAL COMPANY LAW TRIBUNAL
SH. MOHAN PRASAD TIWARI, Member (Judicial), SH. CHARANJEET SINGH GULATI, Member (Technical)
Kolte-Patil Integrated Townships Limited – Appellant
Versus
Kolte-Patil Developers Limited – Respondent
| Table of Content |
|---|
| 1. approval of amalgamation scheme. (Para 1 , 4 , 5) |
| 2. compliance with statutory requirements. (Para 2 , 6 , 10) |
| 3. fairness and reasonableness of the scheme. (Para 11 , 14 , 20) |
ORDER
1. The sanction of the Tribunal is sought under Sections 230 to 232 read with other applicable provisions of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, to the Scheme of Amalgamation (Merger) between Kolte-Patil Integrated Townships Limited (“KPITL” or “Transferor Company”) and Kolte-Patil Developers (“KPDL” or “Transferee Company”) Limited and their respective Shareholders and Creditors.
2. The Counsel for the Petitioner Companies submits that the proposed Scheme of Amalgamation was approved unanimously by the Board of Directors of the respective Petitioner Companies on 10th February 2025 and 11th February 2025 respectively. A certified true copy of Board Resolution of respective Petitioner Companies approving the Scheme are annexed with Company Scheme Petition.
3. The Appointed Date for the Scheme of Amalgamation is 1st April, 2024.
4. The Counsel for the Petitioner Companies further submits that the nature of business of the
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