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2025 Supreme(Online)(NCLT) 7981

NATIONAL COMPANY LAW TRIBUNAL
Shri Praveen Gupta, Member (Judicial), Shri Ashish Verma, Member (Technical)
G S Pharmbutor Private Limited – Appellant
Versus
Modilac Private Limited – Respondent


Advocates:
For the Applicant Companies: Mr. Kartikeya Goel, Adv.

Table of Content
1. proposal for demerger of nutraceutical business. (Para 1 , 4 , 5 , 6 , 7)
2. court ruling on compliance and stakeholder processes. (Para 20 , 21)

ORDER

1. This is a joint First Motion Application filed by Applicant Companies namely; G S Pharmbutor Private Limited (hereinafter referred to as ‘Applicant Company No. 1/Demerged Company’) and Modilac Private Limited (hereinafter referred to as ‘Applicant Company No. 2/Resulting Company’) under Sections 230 & 232 and other relevant provisions of the Companies Act, 2013 , Rule 3 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, the National Company Law Tribunal Rules, 2016, and other applicable provisions, if any, in connection with the proposed Scheme of Arrangement between the Applicant Companies. The said Scheme is attached as Annexure A-4 of the Application.

2. The Applicant Companies have prayed for the following reliefs:

i. dispensing with the requirement of convening meetings of Equity Shareholders and Unsecured Creditors of the Resulting Company. The Applicant Resulting Company does not have any Secured Creditor.

ii. convening of separate meetings of Equity Shareholders, Secured Creditors and

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