JUDGEMENT
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(1.)Heard
(2.)An application has been filed by the petitioner-company on 08.05.2006 under Rule 9 of the Companies (Court) Rules, 1959 for clarification that in the light of the scheme of amalgamation which has been sanctioned by this Court, the requirement of fees and stamp-duty in case of increase in capital of transferee Company is not needed.
(3.)It is submitted that after completing all the legal formalities, a scheme of amalgamation between Jaipur Polyspin Limited (Transferor Company) and Rajasthan Spinning and Weaving Mills Limited (Transferee Company) was placed before this Court and after hearing the parties concerned, the scheme of amalgamation was sanctioned by this Court vide order dt. 22.10.2005 passed in S. B. Company Petition No. 9/2005. It is further submitted that in pursuance of that amalgamation, the authorised share capital of Rajasthan Spinning and Weaving Mills Limited was increased to the extent of authorised share capital of Jaipur Polyspin Limited as per Clause 7.6 of the scheme of amalgamation. It is stated that at the time of sanctioning of the scheme, this Court directed that a notice of intimation of increase of authorised share capital be given to the Registrar of Companies under Section 97 of the Companies Act, 1956. It is further submitted that in this respect a letter dt. 01.02.2006 was issued by the Registrar of Companies to the petitioner to comply with the requirement of Section 97 of the Act. It is said that in compliance of Section 97 of the Act. the petitioner-Company submitted certified copy of the said order dt. 22.10.2005 passed by this Court along with Form No. 5 vide letter dt. 22.02.2006, but the Registrar of Companies insisted to deposit fees and stamps duty on the increased authorised share capital of the Rajasthan Spining and Weaving Mills Limited though they were not required.
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