(1.) The Counsel for the Applicant Company states that the present Scheme of Arrangement and Amalgamation ("Scheme") involves (a) the demerger of the Film Production Undertaking, inter-alia, the undertaking, business, activities and operations of Balaji Motion Pictures Limited ("Demerged Company") as on 1 April 2016 including all the assets, liabilities, deposits and balances, investments, contracts, exploitation rights, intellectual property rights, licenses, employees and books and records pertaining to such business of the Demerged Company relating to producing, co-producing, recording, reproducing, duplicating, processing, acquiring or otherwise coming into possession of motion pictures, cinematographic films, feature films, or any other films or audio/visual content, whether in India or abroad and whether in any Indian or foreign language and its transfer as a going concern to Balaji Telefilms Limited ("Applicant Company"/"Transferee Company") ("Demerger"); and (b) the amalgamation of Bolt Media Limited ("Transferor Company") with the Applicant Company, as a going concern, together with all the properties, assets, rights, liabilities, benefits and interest therein ("Amalgamation").
(2.) The Counsel for the Applicant Company further states that the Applicant Company is engaged in the business of production of non-fiction, fiction, reality, factual television shows, event management, branded entertainment, digital content, consultancy and creative services related to it and also in the production and distribution of motion pictures.
(3.) The Counsel for the Applicant Company further submits that the rationale for the Scheme is as under: