COMP/135/2011 9/49 ORDER winding up and remove the company from its Register. I clarify that the Scheme does not contemplate that the Transferor Company shall be dissolved by an order of this Hon’ble Court. 3.4. However, with a view to removing any doubt, it is, hereby directed that the petitioner and the transferor company shall diligently and completely comply all applicable Laws Rules and Regulations including all applicable provisions, conditions and requirements under FEMA, FERA and RBI Act and Companies Act and shall also strictly and completely comply all instructions - directions and guidelines issued by the RBI with reference to the issue / allotment of shares to Foreign/Non Resident Indian shareholders and subscribers and also regarding the process of amalgamation and obtain all necessary permissions, licences, authorization etc. as may be required and that it shall comply all directions, guidelines and instructions issued by RBI and/or Income Tax Department and/or Enforcement Directorate or any other body/authority in the matter of any transaction with foreign/NRI shareholders and/or foreign based/incorporated companies and for that purpose one of its Directors and the Company Secretary and Managing Director (if any) shall jointly file an affidavit and make declaration to the said effect that it shall comply. 3.5. In view of such stipulation, assurance and declaration by the company in its above referred affidavit and in light of the above direction, the observations and Downloaded on : Fri Jan 27 19:33:28 IST 2023

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