Authority: National Company Law Tribunal, Division Bench (Court-II) Kolkata
Order Date: 22 June 2026
Case Overview
The application was filed under Sections 230-232 of the Companies Act, 2013 by six transferor companies (Asthek Infra Private Limited, Maheshwaram Traders Private Limited, Rudramala Distributors Private Limited, Jagmata Dealcomm Private Limited, Linkstar Vinimay Private Limited, and Jaguandana Commodities Limited) with Hasimara Hillview Private Limited (transferee company) seeking sanction for a scheme of amalgamation. All companies are unlisted and incorporated under previous company laws. The board of directors of all applicant companies approved the scheme in their respective meetings held on 12th December 2025. The scheme does not contemplate any compromise or arrangement with creditors as there are no secured creditors and minimal unsecured creditors across all companies.
Final Outcome
The tribunal dispensed with meetings of shareholders of all applicant companies since all shareholders had provided written consents via affidavits. Meetings of secured and unsecured creditors were also dispensed with as creditors had provided written consents. Consequently, publication of meeting notices in newspapers was dispensed with. The tribunal directed the applicant companies to serve notice under Section 230(5) of the Companies Act, 2013 to the Regional Director (Eastern Region) - Ministry of Corporate Affairs, Kolkata; Registrar of Companies - West Bengal; Official Liquidator at Kolkata; and concerned Income Tax Authority (with PAN numbers). These authorities have 30 days to file representations. The company application CA (CAA) No. 20/KB/2026 was disposed of with no order as to costs.
Topics: Corporate Amalgamation, NCLT Proceedings, Company Restructuring