Hyderabad: Drawing curtains to the controversy on the merger of Satyam Computers with Tech Mahindra, the Andhra Pradesh High Court on Tuesday approved the amalgamation of two IT companies, holding that it is in the interest of all stakeholders.
While approving the scheme of amalgamation and arrangement with effect from April, 1, 2011, Justice N.R.L. Nageswar Rao said that “On a comprehensive assessment of the claims, this court feels that the scheme of amalgamation is in the interest of the public and the shareholders and the interest of the workmen is also protected.”
The judge observed that “There is no attempt to defeat any provision of law with regard to pending of future prosecutions or liabilities. There is also no escaping of the liability with regard to disputed creditors in case they are found to be true.”
He held that the scheme as a whole was also found to be just, fair and reasonable form the point of view of prudent men of business taking a commercial decision beneficial to the class represented by them for whom the scheme was meant.
The judge said that this court by applying the provisions under Section 391 and 394 of the Companies Act satisfactorily found that the scheme of merger was bona fide and has to be allowed by imposing some conditions.
While allowing the petition seeking approval of the scheme, the judge ruled that the pending prosecutions and investigations against the former chairman and others will continue and if any future prosecutions and investigations are to be laid against Satyam Computer Services (petitioner-company), Tech Mahindra Ltd, the transferee company, will be liable.
The judge directed that Tech Mahindra will furnish all the information which is required by SFIO and the attachments ordered by the enforcement directorate will continue till they are varied or vacated.