Clarification under Section 232(6) of the Companies Act, 2013

A clarification has been issued by the MCA on 21st August, 2019 regarding Section 232(6).
According to the Clarification: -
Topic Detailed Explanation
Appointed Date The provision of Section 232(6) of the Act enables the Companies in question to choose
and state in the scheme an 'Appointed Date'.
This date -
(1) may be a Specific Calendar Date OR
(2) may be tied to the Occurrence of an Event
such as -
(a) grant of license by a competent authority OR
(b) fulfilment of any preconditions agreed upon by the parties, OR
(c) meeting any other requirement as agreed upon between the parties, etc.,
which are relevant to the scheme.
.

Ind-AS 103 The 'Appointed Date' identified under the scheme shall also be deemed to be the -
(1) 'Acquisition Date' and
(2) ‘Date of Transfer of Control’
for the purpose of conforming to AS (including Ind-AS 103 Business Combinations).
Specific Where the 'Appointed Date' is chosen as a Specific Calendar Date, it MAY precede the
Calendar Date date of filing of the application for scheme of Merger/Amalgamation in NCLT.
may precede
Note:
Application
If the 'Appointed Date' is significantly ante-dated beyond a year from the date of
Date before
filing, the justification for the same would have to be specifically brought out in the
NCLT
scheme and it should not be against public interest.
.

Indicate the (1) The scheme may identify the 'Appointed Date' based on -
Appointed Date (a) the occurrence of a trigger event which is key to the proposed scheme and
on the Scheme (b) agreed upon by the parties to the scheme.
(2) This event would have to be indicated in the scheme itself upon occurrence of
which the scheme would become effective.
Note:
In case of such event-based date being a date subsequent to the date of filing the
order with the ROC under Section 232(5), the Company shall file an intimation of the
same with the ROC within 30 days of such scheme coming into force.
.