Mahindra Vehicle Manufacturers Limited vs Mahindra And Mahindra Limited

This Court is convened by video conference today.

Petition fixed for hearing and final disposal on 18th March, 2021.

Learned Counsel for the Petitioner Companies states that by an order dated 20th February 2020 passed in C. A. (CAA)/3948/MB/C-II/2020 and corrigendum order passed on 5th August 2020, the meeting of the equity and the preference shareholders of the First Petitioner Company was dispensed with in view of consent Affidavits obtained from them. The meeting of the secured and unsecured creditors of the First Petitioner Company was dispensed with in view of consent letters obtained from all its secured creditors and upon issue of notice to all its unsecured creditors as required under Section 230(3) of the Companies Act 2013. The First Petitioner Company is a wholly owned subsidiary of Second Petitioner Company. Further, as no reconstruction or arrangement is envisaged with its shareholders or creditors and the Scheme does not affect the rights and interests of its members or the creditors. Accordingly, the Second Petitioner Company was not required to hold either shareholders meeting or creditors meeting or send notices to its shareholders and creditors.

Learned Counsel for Petitioners Companies further submit that pursuant to aforesaid order the Petitioner Companies have served notices upon:- (i) concerned Income Tax Authority of the First Petitioner Company with PAN AAFCM1217M having jurisdiction at Assistant Commissioner of Income Tax, Circle 7 (2) (1) and the Second Petitioner Company with PAN AAACM3025E having jurisdiction at Assistant Commissioner of Income Tax, Circle 2 (2) (2); (ii) the Central Government through the office of Regional Director, Western Region, Mumbai; and (iii) Registrar of Companies, Mumbai. Further, the First Petitioner Company has served notice upon the Official Liquidator and the Second Petitioner Company has served notices along with copy of Scheme upon: - (i) National Stock Exchange of India Limited; (ii) BSE Limited; and (iii) Securities and Exchange Board of India.

At least 10 (ten) days before the date fixed for hearing, the Petitioner Companies shall publish a common notice of hearing of Petition in two local newspapers viz. "Business Standard" in English language and the translation thereof in "Navshakti" in Marathi language, both having wide circulation in the State of Maharashtra as per rule 16 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. Considering the present situation owing to the Covid-19 pandemic, the Petitioners will have the option to publish notices online in the respective e-newspaper editions. Petitioner companies shall host the same on their websites.

The Petitioner Companies are further directed to intimate date of hearing of Company Petition to (i) Income Tax Authorities concerned (ii) the Central Government through the office of Regional Director, Western Region, Ministry of Corporate Affairs, Mumbai; (iii) Registrar of Companies, Mumbai; (iv) the Official Liquidator by the First Petitioner Company; and (v) the National Stock Exchange of India Limited, (vi) BSE Limited and (vii) Securities and Exchange Board of India by the Second Petitioner Company Considering the present situation owing to the Covid-19 pandemic, the Petitioners will have the option to send the notices to regulators above mentioned either by RPAD/Courier or by an e- mail, as per their convenience.

The Petitioner Companies shall file a compliance report with the Registry, in regard to the directions given in this order, in lieu of the customary Affidavit of service, due to the prevailing lockdown/restriction in the city.