Issue of Share in Lieu of Merger

This query is : Resolved

Jagruti (CS) (Querist)
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24 June 2008 Hi,

In case of Merger when shares are issued to shareholders of transferor company; do shareholder of transferor company, being company, need to pass resolution for the same.

Please advice.

PC-www.bharadwajinstitute.com

PC-www.bharadwajinstitute.com (Expert)
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24 June 2008 why there is a need for resolution...? because the transferor company is already sold off....

Jagruti (CS)

Jagruti (CS) (Querist)
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24 June 2008 thank you for reply but just to clarify for instance:

XYZ-- Transferor
PQR-- Transferee
ABC-- Shareholder of transferor

ABC Pvt. Ltd. being shareholder of transferor compnay(XYZ) received shares from transferee(PQR).

So do any resolution needed to be passed by ABC Co.

CA. Yayati Tyagi

CA. Yayati Tyagi (Expert)
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24 June 2008 i don't think ABC need to pass any resolution in shareholder meeting. they are just selling the investment of company. only board of directors of ABC need to pass a resolution in board meeting to authorise the sale of investment.

CA. Yayati Tyagi

CA. Yayati Tyagi (Expert)
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24 June 2008 open

PC-www.bharadwajinstitute.com

PC-www.bharadwajinstitute.com (Expert)
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24 June 2008 No resolution is required in the books of the SHARE HOLDER i mean the ABC LId... WHY SHOULD THE SHAREHOLER PASS A RESOLUTION???

Jagruti (CS)

Jagruti (CS) (Querist)
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25 June 2008 Thank you.

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