MCA notifies 45 Days Limit for Time-Bound Approval of Mergers and Acquisitions u/s 233 of Companies Act [Read Notification]
MCA – mergers – acquisitions – companies act – MCA mergers – mergers and acquisitions – approval of mergers and acquisitions under companies act – TaxscanMCA – mergers – acquisitions – companies act – MCA mergers – mergers and acquisitions – approval of mergers and acquisitions under companies act – Taxscan
MCA – mergers – acquisitions – companies act – MCA mergers – mergers and acquisitions – approval of mergers and acquisitions under companies act – TaxscanMCA – mergers – acquisitions – companies act – MCA mergers – mergers and acquisitions – approval of mergers and acquisitions under companies act – Taxscan
The Ministry of Corporate Affairs (MCA) has amended the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, optimizing the Fast Track Merger Process to issue a confirmation of amalgamation or merger up to 60 days from the filing of the scheme.
The amendment Notification dated 15 May 2023 in [F. No. 2/31/CAA/2013 – CL.V Part] states as follows: –
These rules may be called the Companies (Compromises, Arrangements and Amalgamations) Amendment Rules, 2023.
They shall come into force with effect from the 15th day of June 2023.
In the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, for sub-rules (5) and (6) of rule 25, the following sub-rules shall be substituted, namely:-
“(5) Where no objection or suggestion is received within a period of thirty days of receipt of a copy of scheme under sub-section (2) of section 233, from the Registrar of Companies and Official Liquidator by the Central Government and the Central Government is of the opinion that the scheme is in the public interest or in the interest of creditors, it may, within a period of fifteen days after the expiry of said thirty days, issue a confirmation order of such scheme of merger or amalgamation in Form No. CAA.12:
Provided that if the Central Government does not issue the confirmation order within a period of sixty days of the receipt of the scheme under sub-section (2) of section 233, it shall be deemed that it has no objection to the scheme and a confirmation order shall be issued accordingly.
(6) Where objections or suggestions are received within a period of thirty days of receipt of copy of the scheme under sub-section (2) of section 233 from the Registrar of Companies or Official Liquidator or both by the Central Government and –
(a) such objections or suggestions of the Registrar of Companies or Official Liquidator, are not sustainable and the Central Government is of the opinion that the scheme is in the public interest or in the interest of creditors, it may within a period of thirty days after expiry of thirty days referred to above, issue a confirmation order of such scheme of merger or amalgamation in Form No. CAA.12.
(b) the Central Government is of the opinion, whether on the basis of such objections or otherwise, that the scheme is not in the public interest or in the interest of creditors, it may within sixty days of the receipt of the scheme file an application before the Tribunal in Form No. CAA.13 stating the objections or opinion and requesting that the Tribunal may consider the scheme under Section 232 of the Companies Act:
Provided that if the Central Government does not issue a confirmation order under clause (a) or does not file any application under clause (b) within a period of sixty days of the receipt of the scheme under subsection (2) of Section 233 of the Act, it shall be deemed that it has no objection to the scheme and a confirmation order shall be issued accordingly.”
To Read the full text of the Order CLICK HERE
Support our journalism by subscribing to Taxscan premium. Follow us on Telegram for quick updates
