Resulting Company 1 definition
Examples of Resulting Company 1 in a sentence
The Transferor Company and Resulting Company 1 are jointly and severally authorised to file such declarations and other writings to give effect to the Scheme and to remove any difficulties in implementing the terms hereof.
Resulting Company 1 shall also deal with all legal or other proceedings, which may be initiated by or against the SI Undertaking or Resulting Company 1 after the Effective Date, in its own name and account and to the extent possible, to the exclusion of the Demerged Company.
Any reasonable costs incurred by the SI Undertaking and for the period commencing on the Appointed Date and ending on the Effective Date shall be reimbursed by Resulting Company 1, upon submission of necessary evidence of having incurred such costs by the Transferor Company to Resulting Company 1.
There is no adverse effect of this Scheme on any directors, key management personnel, promoters, non- promoter members, creditors and employees of Transferor Company, Resulting Company 1 and Resulting Company 2.
It would therefore be prudent to segregate the SI Undertaking into a separate company i.e. Resulting Company 1 to maximise shareholder value.
Resulting Company 1 shall get such legal or other proceedings relating to or in connection with the SI Undertaking, initiated by or against the Transferor Company, transferred in its name and to have the same continued, prosecuted, enforced by or against Resulting Company 1 to the exclusion of the Demerged Company.
In view of the above rationale, the Management recommended a Scheme of Arrangement whereby the SI Undertaking of Transferor Company (Softcell Technologies Limited) will be demerged into Resulting Company 1 (Softcell Technologies Global Private Limited) and the SSG Undertaking of Transferor Company will be demerged into Resulting Company 2 (Lentra AI Private Limited) as going concerns with effect from the Appointed Date.
As an overall objective, the scheme will lead to formation of dedicated/focused legal entities, i.e., Resulting Company 1 and Resulting Company 2, having greater ability to monetize their businesses and help in conducting its operations more effectively and efficiently.
Pursuant to the proposed demerger, Resulting Company 1, Resulting Company 2 and Demerged Company would have their own management teams which can chart out independent strategies for their respective business segment.
Pursuant to this Scheme, and subject to Clause 6 of Part C and Clause 6 of Part D, the shareholders of the Transferor Company will get shares in Resulting Company 1 and Resulting Company 2 in the manner detailed in this Scheme and there would be no change in the economic interest for any of the shareholders of Transferor Company pre and post implementation of the Scheme.