Merger

In case of merger , Is there any form which required to be file with ROC, for cancellation of shares of resulting company if there is cross holding with transferor company.
Replies (4)

In such a case High Court  order must also  include order for reduction of share capital u/s 100 of Companies Act  1956.  You should file INC-28 twice:

First selecting order u/s 394 of CA 1956 for merger and second selecting order u/s 102 of CA 1956 for reduction of share capital.  You should also  attach statement showing share capital (authorised & paid up) before and after merger with INC.28.  After approval of the form paid-up capital of transferee company will get reduced in MCA system.

 

Thank you, Sir.

But, is this mandatory to file the form for reduction of share capital if no order received from HIGH COURT, because we have cancel cross holding shares at the time of valuation of shares in valuation report. 

How can you reduce share capital of your own without getting approval  of High Court  u/s 100 of 1956 Act?  Copy of HC order and minute approved by the court has to be filed with ROC u/s 103 of the Act.

 

ok Sir, Thank You.

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