IN RE Vs. L&T ELECTRICALS AND AUTOMATION LIMITED

JUDGEMENT

(1.) It is a case of demerger between two unlisted public companies namely L & T Valves Limited (demerged company) and L & T Electricals and Automation Limited (resulting company). Each company filed separate Application i.e. TCA 1020/2016 by demerged company and TCA1021/2016 by resulting company stating that demerged company is engaged in the business of manufacturing valves for various industries and resulting company is engaged in the business of manufacturing medium Voltage Switch Gear products. These two Companies are wholly owned subsidiaries of Larsen and Toubro Limited which is public limited company with securities listed in Bombay Stock Exchange as well as National Stock Exchange.

(2.) The Senior Counsel Shri Darius Khambata appearing on behalf of the Applicants submits that these Applications were originally filed under Sec. 391 r/w. 394 of Companies Act, 1956 (hereafter referred as old Act) before the Hon'ble High Court of Bombay for grant of scheme of demerger for transfer of Manapakkam undertaking of demerged company to resulting company for sale consideration of Rs. 7.38 crores calling it as Manapakkam Scheme, by which, the plant, machinery and immovable properties of Manapakkam undertaking will be transferred from demerged company to resulting company.

(3.) As the jurisdiction relating to Schemes and Arrangements have been conferred upon National Company Law Tribunal, all Merger and Amalgamation matters except matters posted for orders were transferred from respective Honorable High Courts to the Tribunals, and those matters have now been taken up by this Bench for hearing under Chapter-XV of Compromises, Arrangements and Amalgamations spread in sections 230-240 of the Companies Act 2013 (hereafter referred as new Act).