Demerged Undertaking means all the business, undertakings, properties, investments and liabilities of whatsoever nature and kind and where so ever situated, of the Demerged Company, in relation to and pertaining to the Consumer Electric Business on a going concern basis, as on the Appointed Date, together with all its assets and liabilities and shall include (without limitation):
Demerged Undertaking or “Marketing and Distribution of Coffee and FMCG Products division (hereinafter referred to as “Coffee Division”) means the entire business activities, operations, business division and undertaking pertaining to the Marketing and Distribution of Coffee and FMCG Products of the Demerged Company and comprising all the assets (movable and immovable) and liabilities, which relate thereto or are necessary thereto and including specifically the following:
a) All assets and properties of, or required for the Marketing and Distribution of Coffee and FMCG Products wherever situated, whether movable or immovable, freehold or leasehold, tangible or intangible whether encumbered or not, and leasehold land and buildings, if any, all funds, cash and bank balances, investments, stocks, inventories, work in progress, trade receivables, plant and machinery, warehouses, stock yards, machinery, capital work in progress, furniture, fixtures, office equipment, vehicles, power lines, water pipelines and depots.
b) All agreements, contracts, engagements, permits, quotas, rights, registrations, entitlements, industrial and commercial leases, leasehold rights, tenancy rights, sub-leases, licenses, bids, actionable claims, deposits with various government and other parties/entities/departments, various payments made to the concerned departments, authorities or other persons under protest, all assignments and grants thereof, municipal permissions, approvals, consents, goodwill, trademarks, trade names, brands, trade secrets, bank accounts, receivables, privileges, powers and facilities of every kind, nature and description whatsoever, rights to use and avail of telephones, emails, telexes, facsimile, electric service connections, benefits of all agreements, contracts and arrangements and all other interests in connection with or relating to the Coffee Division of the Demerged Company.
c) All deposits or benefits of any deposits, balances, xxxxxxx moneys and/or security deposits paid or received by the Demerged Company directly or indirectly in connection with or relating to the Coffee Division of the Demerged Company.
d) All books, records, files, papers, sales and advertising materials, lists of present and former customers and suppliers, customer credit information, customer pricing information, and other records, whether in physical form or electronic form in connection with or relating to the Coffee Division of the Demerged Company; and
e) All the reserves, debts, duties, oblig...
Demerged Undertaking means the Cement Business of the Demerged Company, on a going concern basis, consisting inter alia of:
Examples of Demerged Undertaking in a sentence
The Demerged Company shall in no event be responsible or liable in relation to any such legal or other proceedings in relation to the Demerged Undertaking.
Accordingly, it is being proposed to transfer the Demerged Undertaking of the Demerged Company to the Resulting Company.
This Scheme of Arrangement is presented pursuant to the provisions of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, and also read with Section 2(19AA) and other relevant provisions of the Income-tax Act, 1961 as applicable for demerger of the Demerged Undertaking (more particularly defined hereinafter) of Oban Fashions Private Limited into Rupa & Company Limited on a going concern basis.
Upon the Scheme becoming effective, no new shares of the Resulting Company shall be allotted in lieu of the transfer of the Demerged Undertaking, to the shareholders of the Demerged Company, as the Resulting Company itself is the shareholder of the Demerged Company.
The decision on whether or not an employee is part of the Demerged Undertaking, be decided by the Demerged Company, and shall be final and binding on all concerned.
More Definitions of Demerged Undertaking
Demerged Undertaking means the Premium Brands Business of the Demerged Company and includes related assets, liabilities, rights and powers, on a going concern basis, representing an undertaking in compliance with Sec. 2(19AA) of the Income Tax Act, as on the Appointed Date, which shall be transferred and vested with the Resulting Company upon Demerger by the Demerged Company in terms of this Scheme. Without prejudice and limitation to the generality of the above, the Demerged Undertaking means and includes,:
Demerged Undertaking means the Real Estate Business (as defined hereinafter) of the Demerged Company, comprising, inter-alia, of all the properties, assets, liabilities, permits licenses, registrations, approvals, contracts and employees, on a going concern basis, representing an undertaking in compliance with Explanation 1 to Section 2(19AA) of the IT Act (as defined hereinafter), and includes:
Demerged Undertaking means the entire General Insurance Business of the Demerged Company as a going concern as on the Appointed Date, including, without limitation all undertakings, activities, operations, assets, investments, rights, approvals, licenses and powers, leasehold rights and all its debts, outstandings, liabilities, duties, obligations and employees, in each case pertaining to the Demerged Company but excluding at all times the Residual Undertaking. Without prejudice to the generality of the foregoing, the Demerged Undertaking shall include, without being limited to, the following:
Demerged Undertaking means the entire undertaking of HFRL pertaining to its Retail Undertaking and includes:
Demerged Undertaking means the ‘Automotive/Tractor/Engineering Components Business Undertaking’ of the Demerged Company, which shall include business, activities and operations pertaining to the ‘Automotive/Tractor/Engineering Components (hereinafter also referred to as ‘Automotive/Tractor/Engineering Components Business Undertaking’)of the Demerged Company on a going concern basis, and shall mean and include, without limitation:
Demerged Undertaking means and includes:
Demerged Undertaking means the entire activities, operations, business division and undertaking of the Demerged Company pertaining to the E-Commerce and Logistics business which is being transferred to the Resulting Company on a going concern basis along with all related assets, liabilities, employees, rights, powers, of whatsoever nature and kind, and wheresoever situated, and shall include (without limitation) in particular the following –