Eligibility for Fast Track Merger of Pvt Limited companies

Paras K (Self-employed) (52 Points)

29 April 2021  


I have few queries relating to fast track mergers feature which was made available by Companies Act 2013 u/s 233, which allows companies to go for Merger and Acquistion without involvement of Court.

Please refer to the structure of companies I have attached in Image, for better understanding of my queries.

  1. It is mentioned that only small companies, and holding companies with wholly owned subsidiary can opt for Fast track merger. Since small companies definition as per section 2(85) excludes holding and subsidiary companies its ambit, will ABC private limited be able to opt for fast track merger with LMN Pvt Ltd, in which it only holds 99% of shares?
  2. Can PQR Pvt Ltd be considered as deemed Wholly owned subsidiary of ABC Pvt Ltd? If yes, then is merger between these 2 Pvt Ltd possible under Fast track method?
  3. Is separate applications required for merging more than 2 companies at a time? Eg. Merging ABC Pvt Ltd, XYZ Pvt Ltd and PQR Pvt Ltd.

I would be glad if you could quote relevant sections for your answers. Thanks in advance.