MODIFICATION OR AMENDMENTS TO THE SCHEME. 16.1 The Transferor Company and the Transferee Company, through their respective Boards (which shall include any committee authorized by the Board in this regard) may assent to any modifications/amendments to the Scheme or to any conditions or limitations that the Court and/or any other authority may deem fit to direct or impose or which may otherwise be considered necessary, desirable or appropriate by them. The Transferor Company and the Transferee Company, acting through their respective authorized representatives, be and are hereby authorized 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. This Scheme is and shall be conditional upon and subject to: 17.1 The Scheme being approved by the requisite majorities in number and value of such classes of persons including the Members and / or Creditors of the Transferor Company and the Members and / or Creditors of the Transferee Company as may be directed by the Court or any other competent authority, as may be applicable. 17.2 The Scheme being sanctioned by the Court or any other authority under Sections 391 to 394 of the Act and to the necessary Order under Section 394 of the said Act being obtained. 17.3 Certified copies of the Orders of the Court sanctioning the Scheme being filed with the respective Registrar of Companies by the Transferor Company and the Transferee Company. 17.4 The requisite, consent, approval or permission of the Central Government, State Government(s), or any other statutory or regulatory authority, if any, which by law may be necessary for carrying on the business and for the implementation of this Scheme.
Appears in 1 contract
Sources: Scheme of Arrangement
MODIFICATION OR AMENDMENTS TO THE SCHEME. 16.1 The Transferor Company 17.1 On behalf of PRIL and the Transferee CompanyResulting Companies, through their respective Boards (which shall include any committee authorized by the Board in this regard) of Directors of respective companies, may assent consent, on behalf of all persons concerned, to any modifications/modifications or amendments of the Scheme and without prejudice to the generality of the foregoing, any modification to the Scheme involving withdrawal of any of the parties to the Scheme at any time and for any reason whatsoever, or to any conditions or limitations that the High Court and/or or any other authority may deem fit to direct or impose or which may otherwise be considered necessary, desirable or appropriate by them. The Transferor Company them (i.e. the Board of Directors) and solve all difficulties that may arise for carrying out the Transferee CompanyScheme and do all acts, acting through their respective authorized representatives, be deeds and things necessary for putting the Scheme into effect.
17.2 For the purpose of giving effect to this Scheme or to any modification thereof the Board of Directors of PRIL and Resulting Companies may give and are hereby authorized authorised to take all give such steps as directions including directions for settling any question of doubt or difficulty that 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 therewitharise. This Scheme is and shall be conditional upon and subject to:
17.1 18.1 The requisite consent, approval or permission of the Central Government or any other statutory or regulatory authority, which by law may be necessary for the implementation of this Scheme.
18.2 The Scheme being approved by the requisite majorities in number and value of such classes of persons including the Members respective members and/or creditors of PRIL and / or Creditors of the Transferor Company and the Members and / or Creditors of the Transferee Company Resulting Companies as may be directed by the Hon’ble High Court of Judicature at Bombay or any other competent authority, as may be applicable.
17.2 18.3 The Scheme being sanctioned by the High Court of Judicature at Bombay or any other authority under Sections 391 to 394 of the Act and to the necessary Order under Section 394 Act.
18.4 Certified copy of the said Act being obtained.
17.3 Certified copies Order of the Orders of the High Court sanctioning the Scheme being filed with the respective Registrar of Companies, Maharashtra, at Mumbai by all the Companies by the Transferor Company viz., PRIL, FMML and the Transferee CompanyFML.
17.4 The requisite, consent, approval or permission of the Central Government, State Government(s), or any other statutory or regulatory authority, if any, which by law may be necessary for carrying on the business and for the implementation of this Scheme.
Appears in 1 contract
Sources: Scheme of Arrangement