NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

(SPECIAL BENCH)
COURT III
4. C.A.(CAA)/61/MB/2023
CORAM:SH. KISHORE VEMULAPALLI, MEMBER (J)
MS. MADHU SINHA, MEMBER (T)

ORDER SHEET OF THE HEARING OF MUMBAI BENCH OF THE NATIONAL

COMPANY LAW TRIBUNAL ON 17.03.2023

NAME OF THE PARTIES: Terracis Technologies Limited

SECTION 230(I) OF COMPANIES ACT, 2013

__________________________________________________________________________
ORDER

Mr. Hemant Sethi, counsel for the Petitioner is present through virtual hearing.

C.A. (CAA)/61/MB/2023

Heard the counsel appearing for the Petitioner and the above Company Application

is allowed. Detail order would follow:

Sd/- Sd/-
MADHU SINHA KISHORE VEMULAPALLI
Member (Technical) Member (Judicial)
//Shubham//
 BEFORE THE NATIONAL COMPANY LAW TRIBUNAL
BENCH, AT MUMBAI, COURT III
CA (CAA) 61 / III (MB) 2023

In the matter of the Companies Act, 2013;

AND

In the matter of Sections 230 to 232 and other applicable

provisions of the Companies Act, 2013 read with
Companies (Compromises, Arrangements and
Amalgamations) Rules, 2016;

AND

In the matter of Composite Scheme of Arrangement

between Terracis Technologies Limited (‘Transferor
Company 1’ or ‘Applicant Company 1’) and Livia India
Limited (‘Transferor Company 2’ or ‘Applicant Company
2’) and Bhopal E-Governance Limited (‘Transferor
Company 3’ or ‘Applicant Company 3’) and Ecentric
Digital Limited (‘Transferee Company’ or ‘Applicant
Company 4’) and their respective shareholders
(hereinafter referred to as the ‘Scheme’ or ‘Composite
Scheme of Arrangement’)

Terracis Technologies Limited

CIN: U74999MH1993PLC070724
… Transferor Company 1 /Applicant Company 1
Livia India Limited
CIN: U72900MH2009PLC191389
… Transferor Company 2 / Applicant Company 2
Bhopal E-Governance Limited
CIN: U72200MH2013PLC392305
… Transferor Company 3 / Applicant Company 3
 C.A(CAA) / 61 (MB)2023

Ecentric Digital Limited

CIN: U72100MH2014PLC390563
… Transferee Company / Applicant Company 4
(Collectively known as the ‘Applicant Companies’ for the sake of its brevity)

Order delivered on: 17.03.2023

Coram:
Hon’ble Mr. Kishore Vemulapalli, Member (Judicial)
Hon’ble Ms. Madhu Sinha, Member (Technical)
Appearances (through video conferencing)

For the Applicant Companies: Mr Hemant Sethi, Ms. Devanshi Sethi,

Ms. Tanaya Sethi i/b, Hemant Sethi &
Co. Advocates

ORDER
1. This court is convened by video conference today.

2. The Learned Counsel for the Applicant Companies states that the
present Scheme is a Composite Scheme of Arrangement between
Terracis Technologies Limited (‘Transferor Company 1’ or ‘Applicant
Company 1’ or ‘TTL’) and Livia India Limited (‘Transferor Company 2’ or
‘Applicant Company 2’ or ‘LIVIA’) and Bhopal E-Governance Limited
(‘Transferor Company 3’ or ‘Applicant Company 3’ or ‘BeGL’) and
Ecentric Digital Limited (‘Transferee Company’ or ‘Applicant Company
4’ or ‘Ecentric’) and their respective shareholders, under the provisions
of sections 230 to 232 and other applicable provisions of the Companies
Act, 2013 and rules framed thereunder.

3. The Learned Counsel for the Applicant Companies states that the
Scheme has been approved by the Board of Directors of the Applicant
Companies vide board resolutions dated October 19, 2022. The
Appointed Date for the Scheme is April 1, 2022.

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4. The share capital of the Applicant Companies as on September 30, 2022

is as under:
i. The authorised share capital of the Applicant Company 1 is Rs.
1,22,00,00,000/- divided into 3,70,00,000 equity shares of Rs. 10/-
each and 8,50,00,000 preference shares of Rs. 10/- each. The
issued, subscribed and paid-up share capital of the Applicant
Company 1 is Rs. 11,19,37,770/- divided into 10,035,799 equity
shares of Rs. 10/- each and 11,57,978 cumulative compulsorily
convertible preference shares of Rs. 10/- each.
ii. The authorised share capital of the Applicant Company 2 is Rs.
20,00,00,000/- divided into 50,00,000 equity shares of Rs. 10/-
each and 1,50,00,000 preference shares of Rs. 10/- each. The
issued, subscribed and paid-up share capital of the Applicant
Company 2 is 48,27,368 equity shares of Rs. 10/- each and
1,30,00,000 10.15% redeemable cumulative preference shares of
Rs. 10/- each.
iii. The authorised share capital of the Applicant Company 3 is Rs.
15,00,00,000/- divided into 30,00,000 equity shares of Rs. 10/-
each and 1,20,00,000 preference shares of Rs. 10/- each. The
issued, subscribed and paid-up share capital of the Applicant
Company 3 is Rs. 8,50,00,000/- divided into 50,000 equity shares
of Rs. 10/- each and 84,50,000 optionally redeemable cumulative
preference shares of Rs. 10/- each.
iv. The authorised share capital of the Applicant Company 4 is Rs.
5,10,00,000/- divided into 51,00,000 equity shares of Rs. 10/-
each. The issued, subscribed and paid-up share capital of the
Applicant Company 4 is Rs. 45,29,190/- divided into 4,52,919
equity shares of Rs. 10/- each.

5. The Learned Counsel for the Applicant Companies further submits that:
i. The Applicant Company 1 is a complete end-to-end technology
solutions company offering consulting, software development,
systems integration, data digitalization and management services

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and solutions, performance tuning solutions and IT infrastructure

management services to global customers. The Applicant Company
1 works closely with various government departments (PAN India
and Global) to create e-Governance Infrastructure.
ii. The Applicant Company 2 is engaged in the business of other
computer related activities like maintenance of websites of other
firms / creation of multimedia presentations for other firms and so
on.
iii. The Applicant Company 3 is engaged in the business of providing
state-wide revenue management solutions for land on a public-
private partnership ‘build own operate transfer’ model for the
Government of Madhya Pradesh, India. The Applicant Company 3
has an agreement with Commissioner of Land Records, Government
of Madhya Pradesh to provide state-wide revenue management
solutions for land on a public-private partnership ‘build own
operate transfer’ model for the Government of Madhya Pradesh.
This will be a project providing online rule-based service delivery to
land owners of one of the biggest states of India.
iv. The Applicant Company 4 is engaged in the business of consultancy
/ integration / implementation of smart city solutions for both
government and non-government agencies, and is also engaged in
the business of manpower placement and recruiting, selecting,
interviewing, training and employing all types of executives, middle
management staff, junior level staff, workers, labourers skilled /
unskilled required by various industries and organisations
including providing security services, labour contractors,
industrial, commercial, housing and other security services and
workers for office management and to conduct employment bureau
and to provide consultancy and other services in connections with
requirements of persons and manpower supply in India and abroad.

6. The Learned Counsel for the Applicant Companies submits that

following is the rationale of the Scheme:

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A Slump Sale

a. TTL is a global technology leader with more than a decade of

experience in providing best-in-class information technology
solutions for efficient citizen service delivery and smart governance,
through its customised solutions. TTL’s primary focus is in creating
and engaging experience for all its customers, thereby ensuring an
effective advantage over the competition. With high expertise in
cutting edge technologies, TTL has become a pioneer in land
governance, citizen services, analytics, system integration,
enterprise resource planning and information technology
infrastructure management services. TTL adopts various financial
models ranging from public private partnership models to build,
own, operate models to execute projects in the domestic as well as
South East Asian and South Asian Association for Regional Co-
operation regions.
b. Over time, TTL has concluded several client engagements in the
digital technology space with both, government and private clients
and has established itself as a strong brand of repute in the digital
technology solutions space.
c. The erstwhile shareholders of TTL have recently transferred 99.19%
of their stake in TTL to an incoming investor. The new owners of
TTL are inclined to focus on the international business of TTL and
desire to transfer the domestic business.
d. E-Centric is an end-to-end IT solutions provider for Government of
India, US Government and Fortune 500 companies. e-Centric is
primarily focused on e-governance projects in India that is growing
at a triple digit growth rate every year and off-shoring solutions
ranging from strategy consulting, business analysis, project
management, software development, software implementation,
maintenance and support and is desirous of inorganically
expanding its business operations in India. TTL is engaged in the
similar line of business as e-Centric; e-Centric believes that there
could be significant synergies to be achieved by the acquisition of

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Digital Technology Business Undertaking as e-Centric could

leverage upon the experience, track record, pre-qualification criteria
in bidding for government contracts, market share, etc of Digital
Technology Business Undertaking of TTL, to bid for government
contracts and expand its own business.
e. To this end, e-Centric has approached TTL for acquiring the Digital
Technology Business Undertaking and TTL has agreed to transfer
the Digital Technology Business Undertaking as a going concern on
a slump sale basis (along with all the past experience and track
record adjoining the Digital Technology Business Undertaking) for
the Purchase Consideration (as defined hereinafter) and in the
manner and subject to terms and conditions stated in this Scheme.

B Amalgamation

a. LIVIA and BeGL are an integral part of the Digital Technology

Business Undertaking of TTL. Pursuant to slump sale of the Digital
Technology Business Undertaking, LIVIA and BeGL would be
transferred to e-Centric.
b. Given that the operations of e-Centric, LIVIA and BeGL are
intrinsically connected to each other, the management of e-Centric
desires to merge LIVIA and BeGL into e-Centric once the slump sale
is concluded.
c. This will provide several benefits including streamlined group
structure by reducing the number of legal entities, reducing the
multiplicity of legal and regulatory compliances and rationalising
costs

7. The Learned Counsel for the Applicant Companies further submits that
following is the consideration under the Scheme.

Consideration for Slump Sale

a. Upon coming into effect of the Scheme, in consideration for the
transfer and vesting of the Digital Technology Business Undertaking,

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the Transferee Company shall pay a lump sum consideration of Rs

1,50,00,000/- (Rupees One Crore Fifty Lacs), without values being
assigned to the individual assets and liabilities. (‘Purchase
Consideration’).

Consideration for Amalgamation(s)

a. 20.1 The Transferor Company 2 is an integral part of the Digital
Technology Business Undertaking of the Transferor Company 1.
Pursuant to slump sale of the Digital Technology Business
Undertaking as per Part B of this Scheme, the Transferor Company 2
having been transferred to the Transferee Company would be a
wholly owned subsidiary of the Transferee Company, and its entire
share capital is held by the Transferee Company and its nominees.

20.2 Upon the Scheme becoming effective, the entire share capital of
the Transferor Company 2 shall stand cancelled without any further
application, acts or deeds and there would be no consideration, either
in the form of shares or otherwise, to be paid to the shareholders of
the Transferor Company 2.

20.3 On the Scheme becoming effective, redeemable preference

shares issued by the Transferor Company 2 and held by the
Transferee Company shall stand cancelled.

b. 30.1 The Transferor Company 3 is an integral part of the Digital

Technology Business Undertaking of the Transferor Company 1.
Pursuant to slump sale of the Digital Technology Business
Undertaking as per Part B of this Scheme, the Transferor Company 3
having been transferred to the Transferee Company would be a
wholly owned subsidiary of the Transferee Company, and its entire
share capital is held by the Transferee Company and its nominees.

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30.2 Upon the Scheme becoming effective, the entire share capital of
the Transferor Company 3 shall stand cancelled without any further
application, acts or deeds and there would be no consideration, either
in the form of shares or otherwise, to be paid to the shareholders of
the Transferor Company.

30.3 On the Scheme becoming effective, redeemable preference

shares issued by the Transferor Company 3 and held by the
Transferee Company shall stand cancelled.

8. The Learned Counsel of the Applicant Companies submits that there

are 14 (Fourteen) equity shareholders of the Applicant Company 1 and
that they have procured the consent affidavits from 99.30% of the total
equity paid-up share capital of the Applicant Company 1 which are
annexed to the Company Scheme Application.

9. This Tribunal hereby directs that a meeting of the equity shareholders

of the Applicant Company 1 be convened on June 12, 2023 at 03:00
p.m. for the purpose of considering, and if thought fit, approving the
proposed Scheme, through video conferencing and / or other audio
visual means, without the requirement of physical presence of equity
shareholders at a common venue.

10. That at least 30 (thirty) clear days before the aforesaid meeting of the
equity shareholders of the Applicant Company 1 to be held as aforesaid,
a notice convening the said meeting at the day, date and time aforesaid,
together with a copy of the Scheme, a copy of the statement disclosing
all material facts as required under Section 230(3) of the Companies
Act, 2013 read with Rule 6 of the Companies (Compromises,
Arrangements and Amalgamations) Rules, 2016, shall be sent by e-mail
addressed to the each of the equity shareholders of the Applicant
Company 1 whose email addresses are duly registered with the
Applicant Company 1 or by courier / registered post / speed post /

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hand delivery addressed to the equity shareholders of the Applicant

Company 1, at their last known email addresses or address as per the
records of the Applicant Company 1.

11. That the Notice of the meeting of the equity shareholders of the
Applicant Company 1 indicating the day, date and time aforesaid, shall
be advertised once each in the “Business Standard” in English and one
vernacular newspaper namely “Navshakti” in Marathi both having
circulation in Maharashtra, not less than 30 (thirty) days before the
date fixed for the meeting.

12. That Mr Karthik Krishnan, Whole-time Director of the Applicant

Company 1, and failing him, Mr Sridhar Raju Gadhi, Director of the
Applicant Company 1, shall be the Chairperson of the aforesaid equity
shareholders meeting of the Applicant Company 1.

13. That the scrutinizer for the aforesaid meeting of the equity shareholders
of Applicant Company 1 shall be M/s Baheti Gupta and Co., Practising
Company Secretaries and failing them CS Nithya Pasupathy, Practising
Company Secretary M No: F10601 and COP: 22562, with remuneration
fixed at Rs. 15,000/- (Rupees Fifteen Thousand Only) excluding taxes.

14. The quorum for the aforesaid meeting of the equity shareholders of
Applicant Company 1 shall be as prescribed under Section 103 of the
Companies Act, 2013 and would include equity shareholders present
through video conferencing and / or other audio-visual means. In case
the required quorum as stated above is not present at the
commencement of the meeting, the meeting shall be adjourned by 30
(thirty) minutes and thereafter the persons present shall be deemed to
constitute the quorum.

15. The voting by proxy shall not be permitted in the case of meeting of the
equity shareholders of the Applicant Company 1, as the aforesaid

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meeting would be held through video conferencing and / or other audio-

visual means. However, voting in case of body corporate be permitted,
provided the prescribed form / authorisation is filed with the Applicant
Company 1 at info@terracistech.com, not later than 48 (Forty Eight)
hours before the start of the aforesaid meeting as required under Rule
10 of the Companies (Compromises, Arrangements and
Amalgamations) Rules, 2016.

16. That the Chairperson appointed for the aforesaid meeting of the equity
shareholders of the Applicant Company 1 is authorised to issue the
advertisement and send out the notice of aforesaid meeting referred to
above and shall have all powers as per the Articles of Association of the
Applicant Company 1 and also under the Companies Act, 2013 read
with the Companies (Compromises, Arrangements and Amalgamations)
Rules, 2016, to the extent necessary and applicable, in relation to the
conduct of the meeting(s), including for deciding procedural questions
that may arise at the meeting or at any adjournment thereof.

17. The value and number of the shares held by each equity shareholder of
the Applicant Company 1 shall be in accordance with the books /
register of the Applicant Company 1 or depository records and where
the entries in the books / register / depository records are disputed,
the Chairperson of the meeting shall determine the value for the
purposes of the meeting of equity shareholders of the Applicant
Company 1 and his / her decision in that behalf would be final.

18. The Chairperson shall file an affidavit not less than 7 (Seven) days
before the date fixed for the holding of the meeting of the equity
shareholders of the Applicant Company 1 and to report to this Tribunal
that a direction regarding the issue of notices and advertisement have
been duly complied with.

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19. The Chairperson appointed for the aforesaid meeting of the equity
shareholders of the Applicant Company 1 shall report to this Tribunal,
the result of the aforesaid meeting within 30 (thirty) days of the
conclusion of the aforesaid meeting, and the said report shall be verified
by his Affidavit as per Rule 14 of the Companies (Compromises,
Arrangements and Amalgamations) Rules, 2016.

20. The Learned Counsel of the Applicant Companies submits that there
are 8 (Eight) equity shareholders of the Applicant Company 2 and that
they have procured the consent affidavits from all the equity
shareholders of the Applicant Company 2 which are annexed to the
Company Scheme Application.

21. The Learned Counsel of the Applicant Companies submits that there
are 7 (Seven) equity shareholders of the Applicant Company 3 and that
they have procured the consent affidavits from all the equity
shareholders of the Applicant Company 3 which are annexed to the
Company Scheme Application.

22. The Learned Counsel of the Applicant Companies submits that there
are 7 (Seven) equity shareholders of the Applicant Company 4 and that
they have procured the consent affidavits from all the equity
shareholders of the Applicant Company 4 which are annexed to the
Company Scheme Application.

23. In view of the fact that all the equity shareholders of the respective
Applicant Company 2, Applicant Company 3 and Applicant Company
4, have given their consent via affidavits, the respective meetings of the
equity shareholders of the Applicant Company 2, Applicant Company 3
and Applicant Company 4 is hereby dispensed with.

24. The Learned Counsel of the Applicant Companies submits that there
are 2 (Two) preference shareholders of the Applicant Company 1 and

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that they have procured the consent affidavits from both the preference
shareholders of the Applicant Company 1 which are annexed to the
Company Scheme Application.

25. The Learned Counsel of the Applicant Companies submits that there is
1 (One) preference shareholder of the Applicant Company 2 and that
they have procured the consent affidavit from the sole preference
shareholder of the Applicant Company 2 which is annexed to the
Company Scheme Application.

26. The Learned Counsel of the Applicant Companies submits that there is
1 (One) preference shareholder of the Applicant Company 3 and that
they have procured the consent affidavit from the sole preference
shareholder of the Applicant Company 3 which is annexed to the
Company Scheme Application.

27. In view of the fact that all the preference shareholders of the respective
Applicant Company 1, Applicant Company 2 and Applicant Company
3, have given their consent via affidavits, the respective meetings of the
preference shareholders of the Applicant Company 1, Applicant
Company 2 and Applicant Company 3 is hereby dispensed with.

28. The Learned Counsel for the Applicant Companies submits that there
are no preference shareholders in the Applicant Company 4 therefore,
the question of convening meeting does not arise.

29. The Learned Counsel for the Applicant Companies submits that there
are no secured creditors in the Applicant Company 1, Applicant
Company 2 and Applicant Company 3 therefore, the question of
convening meeting or issuing notices does not arise.

30. The Learned Counsel for the Applicant Companies submits that there
is 1 (One) secured creditor of Rs 99,93,367/- (Rupees Ninety Nine Lacs
Ninety Three Thousand Three Hundred and Sixty Seven Only) in value

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for the Applicant Company 4 and the sole secured creditor of the
Applicant Company 4 has given its consent affidavit in writing to the
proposed Scheme. In view of the fact that the Applicant Company 4 has
obtained written consent affidavit from its sole secured creditor which
is annexed to the Company Scheme Application, the meeting of the
secured creditors of the Applicant Company 4, for the purpose of
considering and, if thought fit, approving the proposed Scheme with or
without modification(s) is hereby dispensed with.

31. The Learned Counsel for the Applicant Companies submits that there
are 88 (Eighty-Eight) unsecured creditors of Rs 41,26,94,264/- (Rupees
Forty One Crores Twenty Six Lacs Ninety Four Thousand Two Hundred
and Sixty Four Only) in value in the Applicant Company 1 and 79
(Seventy Nine) unsecured creditors of Rs 1,46,50,85,590/- (Rupees One
Hundred and Forty Six Crores Fifty Lacs Eighty Five Thousand Five
Hundred and Ninety Only) in value in the Applicant Company 4. The
present Scheme is an arrangement between the shareholders of the
Applicant Companies as contemplated under section 230(1)(b) of the
Companies Act, 2013 and not in accordance with the provisions of
section 230(1)(a) of the Companies Act, 2013 as there is no compromise
or arrangement with or diminution of liability of any of the unsecured
creditors. The rights of unsecured creditors are not affected, and all the
unsecured creditors of the Applicant Company 1 and Applicant
Company 4 would be paid off in the ordinary course of business. In view
of the above, the meeting of the unsecured creditors of Applicant
Company 1 and Applicant Company 4 is hereby dispensed with. The
Bench hereby direct that notice of the proposed Scheme be given to the
unsecured creditors of Applicant Company 1 and Applicant Company 4
as on September 30, 2022 via email or speed post or courier or R.P.A.D.
or hand delivery, with instructions that they may submit their
representations, if any, within a period of 30 (Thirty) days from the date
of receipt of such intimation to the Tribunal with a copy of such
representations simultaneously be served upon Applicant Company 1

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and Applicant Company 4 failing which, it shall be presumed that they

have no representations to make on the proposed Scheme. Certificate
of an independent, Chartered Accountant certifying the list of
unsecured creditors of the Applicant Company 1 and Applicant
Company 4 are annexed to the Company Scheme Application,
respectively to the Company Scheme Application.

32. The Learned Counsel for the Applicant Companies submits that there
are 7 (Seven) unsecured creditors of Rs 32,54,04,228/- (Rupees Thirty
Two Crores Fifty Four Lacs Four Thousand Two Hundred and Twenty
Eight Only) in value for the Applicant Company 2 out of which 99.05%
of unsecured creditors of the Applicant Company 2 has given their
consent affidavits in writing to the proposed Scheme and that there are
4 (Four) unsecured creditors of Rs 5,55,65,487/- (Rupees Five Crores
Fifty Five Lacs Sixty Five Thousand Four Hundred and Eighty Seven
Only) in value for the Applicant Company 3 out of which 99.99% of
unsecured creditors of the Applicant Company 3 has given their
consent affidavits in writing to the proposed Scheme. In view of the fact
that the Applicant Company 2 and Applicant Company 3 has obtained
written consent affidavit from 99.05% of unsecured creditors and
99.99% of unsecured creditors, respectively which are annexed to the
Company Scheme Application, the meeting of the unsecured creditors
of the Applicant Company 2 and the Applicant Company 3, for the
purpose of considering and, if thought fit, approving the proposed
Scheme with or without modification(s) is hereby dispensed with.

33. The Applicant Companies are directed to serve notices along with a copy
of the Scheme upon –
i. The Central Government through the office of Regional Director
(Western Region), Ministry of Corporate Affairs, Mumbai;
ii. The Registrar of Companies, Mumbai;
iii. The Official Liquidator in so far as the Applicant Company 2 and
Applicant Company 3 is concerned;

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iv. The Income Tax Authority within whose jurisdiction the respective
Applicant Companies are assessed to tax; for:
Applicant Company 1: Office of the Assistant Commissioner of
Income Tax Circle 14(1)(1), Mumbai;
Room No.- 432, 4th Floor, Aayakar Bhavan, Maharishi Karve Road,
Mumbai, Maharashtra 400020,
Applicant Company 2: Office of the Income Tax Officer, Ward
14(2)(2), Mumbai;
Room No. 453, 4th Floor, Aayakar Bhawan, Maharishi Karve Road,
Mumbai, Maharashtra 400020,
Applicant Company 3: Office of the Assistant Commissioner of
Income Tax, Circle 1(1), Gurgaon, HSIIDC Building, Vanijya
Ninkunj, Udhyog Vihar, Phase-V, Gurgaon, Haryana 122001,
Applicant Company 4: Income tax assessing officer, Ward 2(1),
F937+XP7, Signature Towers, Gachibowli - Miyapur Road,
Kondapur, Telangana 500084.
v. The Goods and Service Tax Authority within whose jurisdiction the
respective Applicant Companies are assessed to GST; and
vi. The Reserve Bank of India,
pursuant to section 230(5) of the Companies Act, 2013 and Rule 8
of the Companies (Compromises, Arrangements and
Amalgamations) Rules, 2016, with a direction that they may submit
their representations, if any, within a period of 30 (thirty) days from
the date of receipt of such notice to the Tribunal with copy of such
representations shall simultaneously be served upon the Applicant
Companies, failing which, it shall be presumed that the authorities
have no representations to make on the proposed Scheme.

34. The Tribunal appoints M/s MUKUND SABALE & COMPANY, Chartered
Accountants having address at: Satsang' RL-14/2, Service Road of
Sheel Road, Milapnagar, MIDC Res. Area, Dombivili (E), 421 203,
having contact no: (+91) 9320257799 to assist the Official Liquidator to
scrutinize the books of accounts of the Applicant Company 2 and

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Applicant Company 3 for the last five years and submit its report to the
Tribunal. The Applicant Company 2 and Applicant Company 3 to pay
fees of Rs. 2,00,000/- for this purpose. If no representation / response
is received by the Tribunal from Official Liquidator, High Court, Bombay
within a period of 30 (thirty) days from the date of receipt of such notice,
it will be presumed that the Official Liquidator has no representation /
objection to the proposed Scheme as per rule 8 of the Companies
(Compromises, Arrangements and Amalgamations) Rules, 2016.

35. The Applicant Companies shall file an affidavit of service with the
registry, proving dispatch of notice to the regulatory authorities; and
the Applicant Company 1 and the Applicant Company 4 shall file an
affidavit of service with the registry, proving dispatch of notice to their
respective unsecured creditors and report to this Tribunal that the
directions regarding the issue of notices have been duly complied with.

Sd/- Sd/-
Madhu Sinha Kishore Vemulapalli
Member (Technical) Member (Judicial)

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