scheme of arrangement

Gujarat High Court rejected a Scheme of Arrangement (Scheme) filed by Vodafone Essar Gujarat Limited (Petitioner or Company) for demerger of its passive infrastructure assets (PIA) into Vodafone Essar Infrastructure Limited (VEIL) on various grounds including evasion of tax being primary motive behind the Scheme and also non conformity with essential elements of Section 391/394 of the Companies Act, 1956 (Companies Act). Full Article

The Court held that the role of court in proceedings under section 394 of the Companies Act is merely supervisory in nature and the order passed is based on the consent and voluntary act of the parties involved. Accordingly, even in the absence of specific entry for such orders in the stamp duty schedule, the court orders are covered within the ambit of the definition of 'conveyance', which has a wide meaning and is not confined to specific instruments mentioned in the s.. Full Article

Avaya Global Connect vs. ACIT (ITAT Mumbai) - Where the assessee transferred its undertaking under a scheme of demerger which provided that neither the assessee nor its shareholders would receive any consideration from the transferee company as the value of the liabilities taken over were more than the value of the assets taken over and the assessee treated the difference between the said liabilities and assets as a capital reserve and the question arose whether such dif.. Full Article