IN RE Vs. STUP CONSULTANTS PRIVATE LIMITED

JUDGEMENT

(1.) The Counsel for the Applicants states that the present Scheme is an Arrangement between Stup Consultants Private Limited (-'Demerged Company") and Vandac Properties Private Limited ("Resulting Company") and their respective Shareholders.

(2.) The Counsel for the Applicants further submits that the Demerged Company is in the business in leasing and management of properties ("Demerged Business") , and the "Remaining Business" comprising, inter-alia, of the business of providing integrated planning, architecture engineering and project management services for buildings, power, transportation, telecommunications, commercial, institutional, recreational and manufacturing facility infrastructure. The Resulting Company has been incorporated with an objective to, inter-alia, engage in leasing and management of properties and provide consultancy and advisory services tor contracts relating to real estates and infrastructure projects.

(3.) The Counsel for the Applicants further submits that the Scheme is a part of an overall re-organization plan of the group and is expected to provide greater efficiency in operations and increased focus and attention to each of the businesses of the Demerged Company. The Scheme would, inter-alia, have the following benefits: a) Attribution of appropriate risk and valuation to different businesses based on their respective risk return profile and cash flows on an optimal consolidation basis; b) Greater visibility on the performance of business based on the commercial focus for various markets; c) Opportunities for strategic partnership and flexibility of fund raising capability for future growth and expansion and to create a structure geared to take advantage of growth opportunities; and d) The businesses and activities of the respective undertakings will be carried on more economically, conveniently and advantageously and the same will have beneficial results for the companies, their shareholders and all concerned.