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\0J GAyATRI
7th November, 2017
To, To, The General Manager, The Secretary, The Department of Corporate Relations, The Bombay Stock Exchange Limited., 25th Floor, Phiroz Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001
Dear Sir/Madam,
National Stock Exchange of India ltd. 5th Floor, Exchange Plaza Plot No.C/1, G Block Bandra Kurla Complex, Bandra (East) Mumbai -400 051.
Sub: Approval of Composite Scheme of Arrangement - Reg.
Ref: Company Petition for sanction of Composite Scheme of Arrangement between MIs. Gayatri Projects Limited ("the Transferee Company" or "the Demerged Company"), MI s. Gayatri Infra Ventures Limited ("the Transferor Company" ) and MIs. Gayatri Domicile Private Limited ("the Resulting Company") and their respective Shareholders and Creditors.
With reference to the above cited subject and reference, we are pleased to inform you that :-
1. The National Company Law Tribunal Hyderabad Bench (NCLT) has sanctioned the composite scheme of arrangement between Gayatri Projects Limited (GPL), Gayatri Infra Ventures Ltd. (GIVL) & Gayatri Domicile Pvt. Ltd. (now Gayatri Highways Limited, GH) to restructure the Road BOT Assets (RBAs) business. The scheme was originally approved by the respective Boards of Directors on 16th July 2016.
2. The scheme will come into effect after filing the NCL T order with the Registrar of Companies (RoC) and authorized capital of GH is expanded.
3. Brief particulars of the scheme of arrangement are listed at the bottom of this message (disclosed in detail on 16th July 2016) . As a result of the sanction :
a. All RBAs owned by GIVL will be amalgamated with GPL effective 1st April, 2016. b. RBA business of GPL will be demerged into Gayatri Highways (GH) effective 31st
March 2017 c. GPL's consolidated balance-sheet as on 31 st March 2017 would be recast to
exclude the demerged RBA business (all its assets & liabilities). d. RBA business Profit & Loss a/c will not be consolidated any more with GPL
accounts starting FY2018. e. All GPL shareholders will be issued one equity share of Resultant Company
(Gayatri Highways) for every 1 equity share held by them in GPL, as fully paid
up. Consequently, current GPL shareholders will end up directly owvning 74% stake in Resultant Company. GPL will own the rest of the shareholqing in
Resultant Company i.e. Gayatri Highways. \ 1 , ).)
Regd. & Corp. Office: Gayatri Projects limited, 8 1, 6-3-1090, TSR Towers Raj Shavan Road, Somajiguda, Hyderabad 500 082. T.S
CIN:L99999TG1989PLC057289
T +91 402331 0330 14284/4296 F +91 40 2339 8435
E [email protected]. in www.gayatrLco.in
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~ Continuous Sheet GAYATRI
4. GPL will convene its postponed AGM to approve the recast accounts. GPL had earlier sought from RoC (and was granted) an extension of time for holding AGM in anticipation of this NCLT sanction for scheme of arrangement, as previously disclosed on 30th August 2017.
5. The company will strive to list the Gayatri Highways (GH) shares on NSE & BSE as soon as practicable.
6. GPL's Road Business Assets portfolio comprises of 7 BOT Roads (4 annuity and 3 toll roads). The roads add upto 2.450 lane kms with more than Rs.7000cr project cost incurred. The gross shareholder capital employed in these roads is about RS.950cr through equity and shareholder loans. Initial book value of Gayatri Highways will be around Rs.125cr. More financial details will be made available ahead of listing of Gayatri Highways.
The brief particulars of the scheme is as follows:
In order to achieve better management and to have clear focus on business operations, the management of Demerged Company (GPL) has decided to demerge Infrastructure Road BOT Assets Business, thereby transferring Infrastructure Road BOT Assets Business of GPL to GDPL(Now Gayatri Highways), in the interests of maximizing overall shareholder value. Please refer July 16, 2016 corporate announcement by the Company.
Therefore, with a view to effect such plan, the Board of Directors of Demerged Company and the Resulting Company proposes that the Infrastructure Road BOT Assets Business of the Demerged Company be transferred to and vested in the Resulting Company on a going concern basis to be undertaken through this Scheme under the provisions of Sections 391 to 394 read with relevant provisions of the Companies Act, 1956 and the Companies Act, 2013, for such consideration and in such manner as provided for in the Scheme.
Accordingly, this Scheme under Sections 391 to 394 and applicable provisions of the Companies Act, 1956 and the Companies Act, 2013, has been proposed to provide for transfer of Infrastructure Road BOT Assets Business of the Demerged Company by way of demerger to the Resulting Company.
The Composite Scheme is divided into the following parts:
~ Part A deals with transfer of investments in SMTL(WOS of GPL) from GPL to GDPL(Now Gayatri Highways)
~ Part B deals with amalgamation of GIVL with GPL ~ Part C deals with Transfer of Infrastructure Road BOT Assets
Business from GPL to GDPL (now Gayatri Highways) by way of
demerger V ) . I
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~ Continuous Sheet GAyATRI
As a result of this demerger, the Resulting Company (GDPL) now "Gayatri Highways" will be listed in both the stock exchanges and the shareholders of GPL will hold shares in Gayatri Highways.
Further, we received observation letters from both the Exchanges on October 20th, 2016 giving no objection for filing the scheme with the Hyderabad High-Court. Later on, the filing has been moved to NCLT. Now, we received the certified copy of the NCLT order dtd.3rd November, 2017 approving the scheme, which is attached herewith for your reference.
M/s.INGA CAPITAL PVT. LIMlTED(Merchant Banker) is assisting in completion of this transaction .
We will intimate the further developments of the transaction as and when required under Regulation 30 of SEBI (LODR) 2015.
For your kind information and dissemination please.
Thanking you,
Yours truly,
For GAYATRI PROJECTS LIMITED
(CS I.V. Lakshmi) Company Secretary and Compliance Officer Membership No.17607.
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~-
Page 1 of 14
IN THE NATIONAL COMPANY LAW TRIBUNAL HYDERABAD BENCH, AT HYDERABAD
FREE OF COST COPY
c.p (CM) NO.29/230/HDB12017 U/s 230 & 232 of the Companies Act , 2013
In the matter of
Gayatri Projects Limited Having its registered office at TSR Towers, B-1 , 6-3-1090 Rajbhavan Road,
Somajiguda, Hyderabad - 500 082, Telangana State
The Regional Director South East Region Ministry' of Corporate Affairs Hyderabad
. . . Petitioner I Demerged I Transferee Company.
Versus CERTIF IED TO BE TR UE COpy
OF THE ORI GIN AL
... Respondent
Order pronounced on 3rd November, 2017
CORAM: Hon'ble Mr. Rajeswara Rao Vittanala, Member (Judicial)
Parties Present: Counsels for the Petitioner
Counsel for Regional Director:
Mr. V.S.Raju & V.B.Raju Advocates
Mr. B. Appa Rao, Central Govt. Standing Counsel
Per: Rajeswara Rao Vittanala, Member (Judicial)
ORDER
1. The Company Petition bearing C. P (CM) No.
29/230/HDB/2017 is filed by Mis. Gayatri Projects Limited
(Petitioner I Demerged I Transferee Company), under
Sections 232 R/w 230 of the Companies Act, 2013, by inter
alia seeking a direction to sanction and confirm the
Composite Scheme of Arrangement in question so as to be
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Page 2 of 14
binding on all the members, Creditors and employees of the
Petitioner 1 Resulting Company and all the concerned etc.
2. Brief facts of case, which are relevant to the issue in
question, as mentioned in the Company petition, are stated
as under;
1) Mis. Gayatri Projects Limited (The Petitioner I
Demerged I Transferee Company) is a Public
Limited Company incorporated under the
provisions of the Companies Act, 1956 on
15.09.1989. Its Registered Office is situated at
TSR Towers, 8-1, 6-3-1090, Rajbhavan Road,
Somajiguda, Hyderabad, Telangana - 500 082,
India. The objects of the Transferee Company is
to carryon the trade or business of service
contractors and engineers in any branch of
industry as also manufacturers; builders and
contractors of every and description etc.,
Its present Authorised Share Capital as on
31.03.2016 is Rs.800,000,0001- divided into
80,000,000 Equity Shares of Rs.1 01 - each. The issued
subscribed paid up Capital is Rs. 354,503,800 divided
into 35,450,380 equity shares of Rs. 101- each.
2) M/s.Gayatri Infra Ventures Limited (Transferor
Company) is a Company incorporated under the
provisions of the Companies Act, 1956 on 22.01.2008.
Its Registered Office is situated at 1 st Floor, TSR
Towers, 6-3-1090, Rajbhavan Road, Somajiguda,
Hyderabad, Telangana - 500 082. The objects of the
Petitioner 1 Transferor Company is to carryon in India
or elsewhere the trade or business of service
contractors and engineers in any branch of industry as
also builders and contractors of every type and
description etc.,
Its Authorized Share Capital as on 31. 03.2016 is
Rs. 20,000,0001- divided into 2,000,000 Equity Shares
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Page 3 of 14
of RS.1 01 - each. The issued subscribed and paid up
capital is Rs.17,708,3301-divided into 1,770,833
equity shares of Rs. 101 - each full paid up.
3) Mis. Gayatri Domicile Private Limited (Resulting
Company) is a Company incorporated under the
provisions of the Companies Act, 1956 on 28.12.2006.
Its Registered Office is situated at 1 st Floor, TSR
Towers, 6-3-1090, Rajbhavan Road, Somajiguda,
Hyderabad, Telangana - 500 082. The objects of the
Petitioner I Resulting Company is to construct, let
out, furnish and carryon all or any of the functions of
proprietors of flats, maisonettes, dwelling houses,
shops, offices etc. ,
Its Authorized Share Capital as on 31. 03.2016 is Rs.
10,000,0001 - divided into 1,000,000 Equity Shares of
RS.1 01 - each. The issued subscribed and paid up
capital is Rs.200, 0001- divided into 20,000 equity
shares of Rs. 101 - each full paid up.
4) In order to achieve the following benefits to all the
three Companies involved herein and their respective
shareholders and all other concerned, the Companies
have framed the Composite Scheme of Arrangement in
question U/s 391 to 394 of Companies Act, 1956 and
the extant applicable provisions of Companies Act,
2013:
(i) It will achieve better management and to
have clear focus on business operations, the
management of Demerged Company has
decided to demerge Infrastructure Road BOT
Assets Business, thereby transferring
Infrastructure Road BOT Assets Business (as
defined hereinafter) of GPL to GDPL, in the
interests of maximizing overall shareholder
value.
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Page 4 of 14
(ii) The Resulting Company proposes that the
Infrastructure Road BOT Assets Business of
the Demerged Company be transferred to
and vested in the Resulting Company on a
going concern basis to be undertaken
through this Scheme under the provisions of
Sections 391 to 394 read with relevant
provisions of the Companies Act, 1956 and
the Companies Act, 2013 , for such
consideration and in such manner as
provided for in this Scheme (as defined
hereinafter).Accordingly, it is proposed to
transfer of Infrastructure Road BOT Assets
Business of the Demerged Company by way of
demerger to the Resulting Company.
(iii) Upon the sanction of the Scheme by the High
Court (as defined hereinafter) and the
Composite Scheme becoming effective on the
Effective Date (as defined hereinafter), the
Infrastructure Road BOT Assets Business of the
Demerged Company shall stand transferred to,
and be vested in, the Resulting Company on and
from the Appointed Date for all intent and
purposes.
5) In view of the above object involved in the scheme,
the Board of Directors of the Resulting Company,
Transferor and Demerged/Transferee Companies at
their respective meetings even held on 16th day of
July, 2016 approved the Composite Scheme of
Arrangement wi th effect from April 1, 2016
(Appointed date) for the amalgamation of the
Transferor Company with the Transferee Company,
and 31 st March, 2017 (Appointed Date) for the
demerger of Infrastructure Road BOT Assets Business
from the Demerged Company to the Resulting
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Page 5 of 14
Company, subject to the approval of the shareholders,
creditors and confirmation by Hon'ble Tribunal
6) Accordingly, the Petitioner I Demerged I Transferee
Company has filed Company Application No. 1620 of
2016 under Section 391 of the Companies Act, 1956
before the Hon'ble High Court of Judicature at
Hyderabad for the State of Telangana and the State of
Andhra Pradesh by seeking a direction to convene the
meetings of Equity Shareholders, Secured Creditors
and Unsecured I Trade Creditors of the Petitioner I
Demerged I Transferee Company for consideration of
the proposed Composite Scheme of arrangement
between Petitioner I Demerged I Transferee Company
and Mis. Gayatri Infra Ventures Limited (Transferor
Company) and Mis. Gayatri Domicile Private Limited (
Resulting Company) as detailed in the Scheme.
7) The said Company Application No. 1620 of 2016 was
disposed of by Hon'ble High Court vide its Order dated
05.12.2016 directing the petitioner I Demerged I
Transferee Company to convene the meetings of
Equity Shareholders, Secured Creditors and Unsecured
I Trade Creditors. Accordingly, meetings were duly
convened by the Chairman and the scheme in question
was approved unanimously by the Equity Shareholders
and Secured Creditors and by requisite majority in
case of Unsecured I Trade Creditors. The respective
Chairpersons appointed for meetings of Equity
Shareholders, Secured and Unsecured I Trade
Creditors have filed their reports on 6th February,
2017. After fulfilling requisite conditions for sanction
of scheme in question, the present petition is filed for
sanction of the scheme.
8) The following are further brief terms of Proposed
Composite Scheme of Arrangement:
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a) Transfer and Vesting of Undertaking of
Transferor Company:
b)
with effect from the Appointed Date i. e.
01.04.2016, the whole of the Undertaking shall
be transferred to and vested in or be deemed to
be transferred to and vested in the Demerged /
Transferee Company as a going concern with all
the rights, title, interest or obligations of the
Transferor Company thereto and with effect
from the appointed date and subject to the
provisions of this scheme, the entire
infrastructure road BOT assets business shall be
transferred to and vested in or be deemed to be
transferred to and vested in the Resulting
Company as a going concern with all the rights ,
title, interest or obligations of the Demerged
Company thereto.
Legal proceedings:
All suits, actions and proceedings of whatsoever
nature by or against the Transferor Company or
Demerged / Transferee Company on the
Appointed Date and till the Effective Date shall
be transferred to the name of the Transferee
Company / Resulting Company as the case may
be and the same shall be continued and
enforced by or against the Demerged /
Transferee and Resulting Company, to the
exclusion of the Transferor Company /
Demerged Company as the case may be, etc
c) Transferor Company Staff, Workmen and
Employees:
All the staff, workmen and other employees in
the service of the Transferor Company in case of
merger and Demerged Company in case of
Demerger, immediately before the Appointed
Date, under this Scheme shall become the staff,
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Page 7 of 14
workmen and other employees of the Transferee
/ Resulting C~mpany as the case may be, on the
basis that their services shall have been
continuous and shall not have been interrupted
by reason of such transfer as if such transfer is
effected under Section 25FF of the Industrial
Disputes Act, 1947, etc.
d) Saving of concluded transactions:
The transfer of Undertaking under Clause 8 and
Clause 27 of the Scheme, the continuance of the
effectiveness off contracts and deeds under
Clause 9 and Clause 23 of the scheme and legal
proceedings by or against the Transferor
Company or Demerged / Transferee Company
under Clauses10 and 22 shall not affect any
transaction or proceedings or contracts or deeds
already concluded by the Transferor Company or
Demerged Company (a) on or before the
Appointed Date and (b) after the Appointed Date
till the Effective Date, to the end and intent
that the Transferee Company and Resulting
Company accepts and adopts all acts, deeds and
things done and executed by the Transferor
Company and Demerge Company in respect
thereto as done and executed on behalf of
itself.
e) Issue of shares by the Resulting Company to
shareholders of Demerged Company:
Upon this Scheme coming into effect, the
Resulting Company shall, without any further
application or deed, issue and allot to every
member of the Demerged Company, holding
fully paid up equity shares in the Demerged
Company and whose names appear in the
Register of Members of the Demerged Company
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Page 8 of 14
on the Record Date, in the following ratio (the
"Share Exchange Ratio"):
In respect of every 1 (One) equity shares of
Rs. 1 0/ - each fully paid up held by such member
in the Demerged Company, 1 (One) equity share
in the Resulting Company of Rs 10/ - each
credited as fully paid up.
f) Fractional entitlement:
If any shareholder of the Demerged Company
becomes entitled to any fractional shares,
entitlements or credit on the issue and
allotment of equity shares by the Resulting
Company in accordance with Clause 24.1 of this
Scheme, the Board of Directors of the Resulting
Company shall consolidate all such fractional
entitlements and shall, without any further
application, act, instrument or deed, issue and
allot such consolidated equity shares directly to
an individual trust or a board of trustees or a
corporate trustee nominated by the Resulting
Company (the "Trustee"), who shall hold such
equity shares with all additions or accretions
thereto in t rust for the benefit of the respective
shareholders, to whom they belong and their
respective heirs, executors, administrators or
successors for the specific purpose of selling
such equity shares in the market at such price or
prices and on such time or times, as the Trustee
who shall hold the same as a trustee for and on
behalf of such shareholders of Demerged
Company, and shall dispose of the same and
distribute the proceeds thereof to such
shareholders in proportion to and in lieu of their
respective fractional entitlements.
g) Approvals:
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'I ". ,.,)" '. (, I\~ ~ ~...-..\') \ . ,Iq:. ~ r.".
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Page 9 of 14
Approval of the Scheme by the shareholders of
Resulting Company shall be deemed to be due
compliance with the provisions of Section 62 of
the Companies Act, 2013 and other relevant and
applicable provisions of the Act for the issue and
allotment of shares by Resulting Company to the
shareholders of the Demerged Company, as
provided in this Scheme.
h) Accounting treatment:
Upon the Scheme coming into effect the
Demerger Company shall reduce the book values
of assets & liabilities relating to the
Infrastructure Road BOT Assets Business
transferred pursuant to the Scheme from the
Demerged Company to the Resulting Company
from the total book value of assets & liabilities
as appearing in the books of the Demerged
Company at the close of business of the day
immediately preceding the Appointed Date ;The
excess of book value of assets over liabilities of
the Infrastructure Road BOT Assets Business, if
any, shall be adjusted against the balance in the
Securities Premium / Capital Reserve / General
Reserve / Balance in the statement of profit or
loss of the Demerged Company. In case of a
shortfall of book value of assets over book value
of liabilities, if any, shall be credited to the
Capital Reserve Account of the Demerged
Company. The expenses pertaining to the
demerger, except those mentioned in Clause
25.2.3 shall be debited to the Securities
Premium Account.
i) Modifications/amendments to the Scheme:
The Demerged Company and the Resulting
Company by their respective Board of Directors
or such other person or persons, as the
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,. ~#q--r:: :-... '/ ,_""\ rtJ~ -"",'" "~ ~~;':f:'\'i] -tl 'Vy"'iA'\.."\
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Page 10 of 14
respective Board of Directors may authorize
including any committee or sub-committee
thereof, may make and/or consent to any
modifications/amendments to the Scheme or to
any conditions or limitations that the court or
any other authority may deem fit to direct or
impose or which may otherwise be considered
necessary, desirable or appropriate by them,
provided however, the Demerged Company and
the Resulting Company or such other person or
persons, as the respective Board of Directors
may authorize (including any committee or sub
committee thereof) shall not make and/or
consent to any modifications/ amendments to
the condition set out at Clause 31.4 of this
Scheme and this Scheme shall always be
conditional upon completion of the condition as
set out at Clause 31.4 of this Scheme. The
Demerged Company and the Resulting Company
by their respective Board of Directors or such
other person or persons, as the respective Board
of Directors may authorize including any
committee or sub-committee thereof, shall be
authorised to take all such steps as may be
necessary, desirable or proper to resolve any
doubts, difficulties or questions whether by
reason of any directive or orders of any other
authorities or otherwise howsoever arising out of
or under or by virtue of the Scheme and/or any
matter concerned or connected therewith.
j) Scheme conditional on approvals / sanctions:
This Scheme is conditional on and subject to the
sanction or approval under any of law of the
Central Government, State Government, or any
other agency, department or authorities
concerned being obtained and granted in respect
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Page 11 of 14
of any of the matters in respect of which such
sanction or approval is required etc.
9. The case was listed before this Bench on 29.03 .2017,
28 .04. 2017, 09.05.2017, 22.06.2017, 05.07.2017,
19.07.2017 and finally on 28.07.2017.
10. I have heard Mr.V.S.Raju and V.B.Raju, Learned
Counsels for the Petitioner / Demerged / Transferee
Company, Mr. B. Appa Rao, Central Government
Standing Counsel and also have carefully perused all
pleadings along with material papers filed in its
support.
11. Shri V.B.Raju, the learned counsel for petitioner, while
reiterating various contentions raised in the Company
petition by adverting relevant material papers filed in
their support, have further submitted that as per the
directions of t he Tribunal, the Petitioner got
published "Notice of Petition" in Newspapers namely
Business Standard, English Daily, Hyderabad Edition,
and Telugu Daily (Andhra Bhoomi - Hyderabad Edition)
on 03.04.2017 and also and filed a proof of the same
vide memo dated 20.04.2017. The learned counsel
further confirmed that in pursuance to said
notifications, no objections / oppositions were
received from anybody, about the scheme in question.
He further submits that in pursuant to the Orders
dated 29 .03.2017 of the Tribunal; notices were also
issued to the Registrar of Companies, Regional
Director (SER), and the Income Tax Department.
Since there is no objection from anybody and the
Scheme in question is for the benefit of all concerned
as detailed in it, the learned counsel urged the
Tribunal to sanction the scheme as prayed for.
12.. The Regional Director (SER), Hyderabad has filed a
common affidavit dated 3rd July, 2017 in c.P. Nos. 29/
230 / HDB / 2017, 30 / 230 / HDB / 2017 and
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Page 12 of 14
311230/HDB12017, by inter alia stating that in
pursuant to direction of Hon'ble High court passed in
CA No. 1620 of 2016 5th December, 2016, meetings of
equity shareholders, secured creditors convened and
the report of Chairperson was also filed. Similarly,
meetings of equity shareholders and un-secured
creditors filed other two Companies were also
dispensed with by separate orders passed in CA Nos.
1621 and 1622 of 17; authorised share capital of
Resulting Company may be insufficient to meet the
requirement of shares as consideration to the
members of the Demerged Company. So, the Resulting
Company may suitably increase its authorised capital
to meet the said requirement by filing necessary e
forms along with requisite fees along with requisite
fees with Registrar of Companies. He has further
stated that the Companies involved in the scheme are
regular in filing statutory returns and no complaints,
no investigations and no inspections are pending
against them. He, therefore, submit that the Tribunal
can consider the case as per merits.
I have carefully gone through all the pleadings
including the Composite Scheme of Arrangement in
question, Report of the Regional Director (SER) along
with extant provisions of Companies Acts, 195612013.
I am convinced that the Petitioner I Resulting
Company has complied with all statutory requirements
as required under Sections 230 &: 232 and other
relevant provisions of Companies Act, 2013 as detailed
supra. The Board of Directors of the Petitioner
Company at its meeting held on 16.07.2016 have duly
considered the pros and cons of Composite Scheme of
Arrangement in question, after perusing various
reports on the issue, and found it is advantageous and
beneficial to the Company, its members, the Secured
Creditors and all other concerned parties of the
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Page 13 of 14
Company, and thereafter, it was approved. I am also
convinced that the Composite Scheme of Arrangement
in question is advantageous to all concerned parties of
the Company and also and public in general. The
Scheme in question is duly approved by shareholders,
creditors all other concerned and interested parties in
the affairs of the Company involved. And it is also not
opposed by any authorities as detailed supra, and the
Petitioner Company is admittedly following all rules /
regulations of Companies Act as stated by Regional
Director. Therefore, the Company Peti tion deserved
to be allowed as prayed for.
14.. By exercising powers conferred on the Tribunal under
sections 232 R/w 230 of Companies Act, 2013, the
Company petition bearing C. P (CM)
NO.29/230/HDBI2017 is allowed with the following
directions:-
a) Hereby sanctioned the Composite Scheme of
Arrangement between Gayatri Projects Limited
and Gayatri Infra Ventures and Gayatri Domicile
private Limited (enclosed at Page No. 306 to 342
of the Peti t ion) with a further declaration that
the same is binding on all the members,
Creditors and employees of the Petitioner /
Resulting Company and all concerned;
b) The Petitioner / Demerged/Transfer Company is
permitted to cause a certified copy of this order
along with all necessary documents including
Scheme of Arrangement to be delivered to
Registrar of Companies within 30 days from the
date of receipt of Copy of this order;
c) The Petitioner / demerged Company is directed
to issue newspaper publication with respect to
approval of Composite Scheme of arrangement,
in the same newspapers, in which previous
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CE RTi f iED TD Be TRU E COpy OF THE ORI GINAL
Page 14 of 14
publications were issued, in order to ensure
transparency / dissemination of complete
information to all concerned parties about the
approval granted by the Tribunal for the Scheme
as proposed.
d) The Petitioner / Demerged Company is further
directed to take all consequential and statutory
steps required in pursuance of the approved
Composite Scheme of Arrangement under the
Provisions of the Act.
e) Liberty is granted to any party / parties, who
are aggrieved by this order to seek any
direction(s) by way of filing miscellaneous
application in the present CP.
J:j/ r-RAJESW)(RA RAO vln ANALA
MEMBER (JUDICIAL)
~y. Regr.IA.Jt RegrlCourt OfIk:erf Naticnal COl1lpoy Law Tribunal, HyderabBd Bench
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