Authority: National Company Law Tribunal, Hyderabad Bench – II

Order Date: 12 June 2026

Case Overview

The National Company Law Tribunal (NCLT) Hyderabad Bench-II, comprising Judicial Member Shri Rajeev Bhardwaj and Technical Member Shri Sanjay Puri, heard a petition filed under Sections 230-232 of the Companies Act, 2013. The petition concerns a scheme of amalgamation between JSD Fitness Services Pvt Ltd (transferor company) and Urlife Lifestyle Wellness Limited (transferee company). The First Motion Petition order in this matter was previously passed on 06 August 2025 in CA (CAA) No. 34/230/HDB/2025, wherein the requirement for meetings of equity shareholders, secured creditors, and unsecured creditors of the applicant companies was dispensed with.

The Tribunal noted the statutory requirements under Section 230(5) of the Companies Act, 2013 and Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, which mandate issuing notices to specified authorities for their representations on the proposed scheme.

Final Outcome

The Tribunal directed the petitioners to issue notices in Form CAA.3 to the following authorities via email:

  • Central Government through Ministry of Corporate Affairs (Jurisdictional Regional Directors)
  • Regional Director, South Eastern Region, Hyderabad (rd.ser@mcl.gov.in)
  • Registrar of Companies, Hyderabad (roc.hyderabad@mca.gov.in)
  • Official Liquidator, Hyderabad (ol-hyderabad-mca@nic.in)
  • Income Tax Authorities, Hyderabad (hyderabad.pccit@incometax.gov.in)
  • Relevant statutory/sectoral regulators as applicable

Additionally, the petitioners were directed to publish notice of the scheme in one English and one vernacular daily newspaper as per Rule 7 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, and file proof of service and publication by affidavit before the next date of hearing.

All authorities were given 30 days from receipt of notice to file any representations. The Tribunal stated that if no representation is received within this period, it will be presumed that the authorities have no objection to the proposed scheme.

The matter has been listed for next hearing on 31 July 2026.

Topics: Corporate Restructuring, Regulatory Compliance