IN THE NATIONAL COMPANY LAW TRIBUNAL

HYDERABAD BENCH – 1

VC AND PHYSICAL (HYBRID) MODE

ATTENDANCE CUM ORDER SHEET OF THE HEARING HELD ON

08-12-2025 AT 12:15 P.M.

CP (CAA) No. 44/230/HDB/2025

U/s. 230 of Companies Act, 2013

IN THE MATTER OF:

M/s RBH Infinity Pvt Ltd., (Transferor Company-1), M/s Mastercampus Pvt Ltd., (Transferor Company-2)

& M/s Miles Education Pvt. Ltd. (Transferee Company). …Petitioner

C O R A M:-

SH. RAJEEV BHARDWAJ, HON’BLE MEMBER (JUDICIAL)

SH. SANJAY PURI, HON’BLE MEMBER (TECHNICAL)

O R D E R “23O. Power of compromise or make arrangements with creditors and members (5) A notice under sub-section (3) along with all the documents in such form as may be prescribed shall also be sent to the Central Government, the income- tax authorities, the Reserve Bank of India, the Securities and Exchange Board, the Registrar , the respective stock exchanges, the Official Liquidator , the Competition Commission of India established under sub-section (1) of section 7 of the Competition Act, 2002, if necessary, and such other sectoral regulators or authorities which are likely to be affected by the compromise or arrangement and shall require that representations, if any, to be made by them shall be made within a period of thirty days from the date of receipt of such notice, failing which, it shall be presumed that they have no representations to make on the proposals.

1. Proceedings under Section 230-232 of the Companies Act, 2013

have been filed.

2. Heard the Ld. Mr. Santosh Jadhav for the Petitioner. The First

Motion Petition order was passed on 10.06.2025 in CA (CAA) No. 19/230/HDB/2025. In terms thereof, the meeting of shareholders

and creditors were dispensed with.

3. Section 230 (5) of the Companies Act, 2013 md Rule 8 of the

Companies Act, 2013 and Rule 8 of the Companies (Companies Arrangements and Amalgamation) Rules, 2016 provides for issuance of Notice on such petitions. Section 250 (O) and relevant

part of Rule 8 read as follows: -

Rule 8

8. Notice to statutory authorities.— (1) For the purposes of sub section (5) of section 230 of the Act, the notice shall be in Form No. CAA.3, and shall be accompanied with a copy of the scheme of compromise or arrangement, the explanatory statement and the disclosures mentioned under rule 6, and shall be sent to.-

(i) the Central Government, the Registrar of Companies, the Income tax authorities, in all cases;

(ii) the Reserve Bank of India, the Securities and Exchange Board of India, the Competition Commission of India, and the stock exchanges, as may be applicable ;

(iii) other sectoral regulators or authorities, as required by Tribunal.

(2) The notice to the authorities mentioned in sub-rule (1) shall be sent forthwith, after the notice is sent to the members or creditors of the company, by registered post or by speed post or by courier or by hand delivery at the office of the authority.

(3) If the authorities referred to under sub-rule (1) desire to make any representation under sub-section (5) of section 230, the same shall be sent to the Tribunal within a period of thirty days from the date of receipt of such notice and copy of such representation shall simultaneously be sent to the stated period of thirty days by the Tribunal, it shall be presumed that the authorities have no representation to make on the proposed scheme of compromise or arrangement.

4. In view of the above, issue notice to the authorities’ specified in Section 230(5) for submitting their representation if any.

5(a). Petitioner(s) are directed to take steps for issuance of notice in Form CAA3 and to the Central Government, through the Ministry of Corporate Affairs to the Jurisdictional Regional Director(s), Ministry of Corporate Affairs.

5(b). Notice to the Regional Director, South Eastern Region, Hyderabad to be sent through email to rd.ser@mcl.gov.in

5(c). Notice to the RoC, Hyderabad to be sent also through email to roc.hyderabad@mca.gov.in

5(d). Notice to the Official Liquidator also to be sent through email to ol-hyderabad-mca@ni