Filing of board resolutrion for approval of merger

Hello ,

As per Section 117 , read with Section 179 (3) (i) , Company needs to file the resolution for Approval of  Amalgamation , Merger or reconstruction .

QUERY

 

kindly  suggest at which  stage we should file the Board Resolution ??

whether it is first resolution when Board propses amalgamation and approval of scheme   OR  it is Board resolution after receipt of NCLT order . ?

 

pl.suggest asap.

Replies (4)

As per the provision of Section 179 of the Companies Act 2013, the resolution for approving the scheme of merger and amalgamation shall be filled with ROC in Form MGT 14 along with the CTC of board resolution specifying the scheme of merger and amalgamation.

Please refer the appropriate
section. It is neither Section 117 nor section 179 .Moreover , MGT 14 is used to file special resolution passed in the meeting of members not BOD meeting

MGT.14 is to be filed at the first stage when Board approves draft scheme before submision of application to NCLT.

 

Thanks a lot for your valuable reply !!

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