REMAINING BUSINESS. 12.1 The Remaining Business of the Demerged Company and all the assets, investments, liabilities and obligations of the Demerged Company, shall continue to belong to and be vested in and be managed by the Demerged Company. With effect from the Effective Date, only the Demerged Company shall be liable to perform and discharge all liabilities and obligations in relation to the Remaining Business of the Demerged Company and the Resulting Company shall not have any liability or obligation in relation to the Remaining Business of the Demerged Company.
12.2 All legal, Tax and/or other proceedings by or against the Demerged Company under any statute, whether pending on the Effective Date or which may be instituted at any time thereafter, which relate to the Remaining Business of the Demerged Company (including those relating to any property, right, power, liability, obligation or duties of the Demerged Company in respect of the Remaining Business of the Demerged Company) shall be continued and enforced against the Demerged Company. The Resulting Company shall in no event be responsible or liable in relation to any such legal, Tax or other proceedings relating to the Remaining Business of the Demerged Company.
12.3 If the Resulting Company is in receipt of any demand, claim, notice and/ or is impleaded as a party in any proceedings before any Appropriate Authority, relating to the Remaining Business of the Demerged Company, the Parties shall, in view of the transfer and vesting of the Demerged Undertaking pursuant to this Scheme, take all such steps in the proceedings before the Appropriate Authority to substitute the Resulting Company with the Demerged Company. However, if the Resulting Company is unable to get the Demerged Company so substituted in such proceedings, it shall defend the same or deal with such demand in accordance with the advice of the Demerged Company and at the cost of the Demerged Company and the latter shall reimburse the Resulting Company against all losses, costs, liabilities and obligations incurred by or against the Resulting Company in respect thereof.
REMAINING BUSINESS. 14.1 The Remaining Business and all the assets, liabilities and obligations pertaining thereto shall continue to belong to and be vested in and be managed by the Transferor Company.
REMAINING BUSINESS. Save and except the Demerged Undertaking of WTL and as expressly provided in this Scheme of Arrangement nothing contained in this Scheme of Arrangement shall affect the other business, assets, and liabilities of WTL which shall continue to belong to and be vested in and be managed by WTL. It is expressly clari fied and provided that Retained Assets shall continue to be so vested in WTL and all liabilities, present or contingent, under the Assam Agricultural Income Tax Act, 1939 and Income Tax Act, 1961 of WTL as a whole, including all fourteen tea estates, for the period prior to the Appointed Date shall be borne by WTL with WTL also being entitled to any and all tax refunds and other credits under the said Acts for such prior period.
REMAINING BUSINESS. Export & import courier handling at CSI Mumbai International Air Port Air Cargo
REMAINING BUSINESS. (a) The Remaining Business, including all the assets, investment in all subsidiaries, liabilities and obligations pertaining thereto shall continue to belong to and be vested in and be managed by the Transferor Company and the Transferee Company shall have no right, claim or obligation in relation to the Remaining Business.
(b) It is hereby clarified that in addition to the commercial vehicles, the following shall be an integral part of the Transferor Company even post the Scheme and shall continue to vest with the Transferor Company:
(i) the central functions carried out by the Transferor Company, unless any part thereof or assets or employees thereof are classified as part of the Passenger Vehicles Undertaking by the Boards of the Companies. In addition to and without prejudice to the foregoing, to retain operational and cost synergies, the Boards of the Companies may enter into necessary arrangements to provide the services of these central functions to the Transferee Company, and
(ii) all the subsidiaries, associates and joint arrangements of the Transferor Company, excluding the Design and Development Division, including the entities set out in Annexure 1 shall continue to vest with the Transferor Company.
REMAINING BUSINESS. 11.1. The Remaining business and all the assets, liabilities and obligations pertaining thereto shall continue to belong to and be vested in and be managed by the Transferor Company, subject only to provisions of this Scheme in relation to encumbrances in favor of banks, financial institutions and trustees for the debenture-holders and lenders, if any.
11.2. All legal, taxation or other proceedings (including before any statutory or quasi-judicial authority or tribunal) by or against the Transferor Company under any statute, whether pending on the Appointed Date or which may be instituted at any time thereafter, and in each case relating to the Remaining Business (including those relating to any Property, Right, Power, Liability, Obligation or Duties of the Transferor Company in respect of the Remaining Business) shall be continued and enforced by or against the Transferor Company after the Effective Date. The Resulting Company shall in no event be responsible or liable in relation to any such legal, taxation or other proceedings against the Transferor Company, which relates to the Remaining business.
11.3. If proceedings are taken against the Resulting Company in respect of the matters referred to in Clause 11.2 above, it shall defend the same in accordance with the advice of the Transferor Company and at the cost of the Transferor Company, and the latter shall reimburse and indemnify the Resulting Company against all liabilities and obligations incurred by the Resulting Company in respect thereof.
REMAINING BUSINESS. Save and except the Publication Division of Demerged Company and the assets and liabilities forming the Publication Division, as specified in the statement of account, and as expressly provided in this Scheme of Arrangement, nothing contained in this Scheme of Arrangement shall affect the rest of the assets, liabilities and businesses (including any contingent liability and/or any other claim or liability, which may arise in the future) of Demerged Company which shall continue to belong to and be vested in and be managed by Demerged Company and Demerged Company agrees and undertakes to keep SIL indemnified in respect thereof.
REMAINING BUSINESS. 13.1 It is clarified that the Remaining Business of IHL shall continue with IHL as follows:
(a) The Remaining Business of IHL and all the assets, liabilities and obligations pertaining thereto shall continue to belong to and be vested in and be managed by IHL.
(b) All legal and other proceedings by or against IHL under any statute, whether pending and / or arising on or before the Appointed Date and relating to the Remaining Business of IHL (including those relating to any property, right, power, liability, obligation or duty, of IHL in respect of the Remaining Business) shall be continued and enforced by or against IHL.
(c) With effect from the date of filing of this Scheme with the High Court and up to and including the Effective Date –
i. IHL shall be deemed to have been carrying on and to be carrying on all business and activities relating to the Remaining Business for and on its own behalf;
ii. all income or profit accruing to IHL or expenditure or losses arising or incurred by it relating to the Remaining Business are and shall for all purposes, be treated as the income or profit or expenditure or losses, as the case may be, of IHL.
REMAINING BUSINESS. The Transferor Company shall continue to carry on its business activities, other than the Depository Undertaking, and all the assets, liabilities and obligations pertaining to the businesses other than the Depository Undertaking arising prior to, on or after the Appointed Date shall continue to belong to, be vested in and be managed by the Transferor Company.
REMAINING BUSINESS. Save and except the Demerged Undertaking and as expressly provided in this Scheme, nothing contained in this Scheme shall affect Retained Undertaking of Greenply which shall continue to belong to and be vested in and be managed by Greenply. It is expressly clarified and provided that the Retained Undertaking shall continue to be so vested in Greenply and all liabilities, present or contingent, under the Income Tax Act, 1961 of Greenply as a whole, for the period prior to the Appointed Date shall be borne by Greenply with Greenply also being entitled to any and all tax refunds and other credits under the said acts for such prior period.
