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CS Professional · Corporate Restructuring, Valuation and Insolvency · Documentation - Merger and Amalgamation

Two small companies, Kaveri Foods Ltd and Godavari Agro Ltd, intend to merge under the fast-track provision. Kaveri Foods, the transferor, issues a notice of the proposed scheme. Who must be invited to give objections or suggestions within thirty days?

The notice must invite objections or suggestions within thirty days from the Registrar and Official Liquidators where the registered offices are situated, and from persons affected by the scheme. It is issued by the transferor and transferee companies, not just to shareholders.

  1. AOnly the shareholders of the transferee company
  2. BThe Registrar and Official Liquidators where the registered offices are situated, or persons affected by the schemeCorrect
  3. COnly the Securities and Exchange Board of India and stock exchanges
  4. DThe Regional Director alone

Explanation

Section 233(1)(a) requires a notice inviting objections or suggestions from the Registrar and Official Liquidators where the registered offices of the companies are situated, or persons affected by the scheme, within thirty days. It is issued by the transferor company or companies and the transferee company. Limiting it to shareholders is wrong.

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