(1.) The sanction of this Tribunal is sought under Sections 230 to 232 of the Companies Act, 2013, to a Scheme of Amalgamation of AMRI India Private Limited ('Transferor Company 1") and Finekem Laboratories Private Limited ("Transferor Company 2') with Albany Molecular Research Hyderabad Research Centre Private Limited ('Transferee Company") and their respective shareholders.
(2.) The Transferor Companies and the Transferee Company have approved the said Scheme of Amalgamation by passing the Board Resolutions and thereafter they have approached the Tribunal for sanction of the Scheme.
(3.) The Transferor Company 1 is involved in business of developing, designing, innovating, conceptualizing, engineering, managing, improving, constructing, creating, building, holding or acquiring by purchase, lease, exchange or otherwise and to sell, export, alienate, dispose of and deal in India or abroad in the development and production of pharmaceutical products, cGMP manufacturing, using biotechnology, genomics, medical chemistry, combinatorial chemistry, computer aided drug design, natural products, analytical chemistry process research and chemical development; whereas the Transferor Company 2 is involved in business of manufacturing, processing, importing, exporting, buying, selling or dealing in organic and inorganic chemicals such as dyes intermediate, basic drugs, drug intermediates, textile, auxiliaries, synthetic resins, natural products extraction and their derivatives, fertilizers and food processing chemicals. The Transferee Company is involved in business of research and development, testing, designing, conceptualizing, managing and improving compositions relating to molecules, compounds, chemicals and pesticides compounds, chemicals and pesticides using medicinal chemistry, combinatorial chemistry, computer-aided drug design, natural products, analytical chemistry, cheminformatics, process research and chemical development.