Sammaan Finserve Limited Vs Sammaan Capital Limited (NCLT Delhi)
NCLT Approves First Motion Directions Because 100% Shareholder Consent Was Obtained; Equity Shareholders’ Meeting Ordered Because Resulting Company Has Public Shareholding: NCLT Allows Demerger Scheme Application Because No Compromise with Creditors Is Proposed; Demerger Application Allowed Because RBI Approval and Regulatory Requirements Were Satisfied.
The National Company Law Tribunal (NCLT), New Delhi, allowed a first motion application jointly filed under Sections 230 to 232 of the Companies Act, 2013 by the Demerged Company and the Resulting Company in relation to a proposed Scheme of Arrangement. The application sought, among other reliefs, directions for convening or dispensing with meetings of shareholders and creditors and issuance of notices to statutory authorities.
The Demerged Company is a public limited company and a non-deposit taking NBFC-Investment and Credit Company (middle layer) registered with the Reserve Bank of India (RBI). It is a wholly owned subsidiary of the Resulting Company and is primarily engaged in providing retail mortgage loans, including home loans and loans against property. The Resulting Company is also a public limited company and an NBFC-Investment and Credit Company (upper layer) registered with the RBI. Its equity shares and non-convertible debentures are listed on the National Stock Exchange (NSE) and the Bombay Stock Exchange (BSE), and it carries on a diversified lending and financial services business.
