important question of cs professional Merger corporate restructuring
1. Briefly describe the legal framework for mergers?
2. What are the approvals required in merger?
3. What are the procedural steps involved in a merger?
4. Discuss the role of courts in approving a scheme of reconstruction or restructuring under Sections 391–394 of the Companies Act, 1956 based on decided cases from the standpoint of shareholders and employees.
5. ABC & Co (P) Ltd. and XYZ Ltd. have finalized a scheme of arrangement. The registered offices of both the companies are located in Delhi. A joint-petition is proposed to be filed before the High Court for sanction of the scheme.
Give your brief opinion in the light of the provisions of the Companies Act, 1956 and the Companies (Court) Rules, 1959 whether such a joint-petition can be filed.
6. Discuss the law as laid down by the Supreme Court in Miheer H. Mafatlal v. Mafatlal Industries Ltd. with regard to the role of the court in sanctioning scheme of arrangement under Section 391 of the Companies Act, 1956.