Allowed¶34

Hanesbrands Apparel India Private Limited v. Nil

Karnataka HC17 Oct 2025CA/424/2024

Case brief

AI extract

What is this about?

Recall of order; scheme of amalgamation sanction restored; schedule of assets filed; stamp duty remitted `2,63,000/-; S.394 Companies Act 1956; S.151 CPC; Hanesbrands Apparel India Private Limited; Karnataka High Court Bengaluru; CA No. 424 of 2024; COP No.17 of 2012 c/w COP No.18 of 2012; C.M. Poonacha J.; order dated 13.12.2023 recalled; order dated 13.9.2012 sanctioning scheme revived.

What did the court decide?

Recall of this Court's order dated 13.12.2023, thereby restoring the order dated 13.9.2012 sanctioning the scheme of amalgamation in COP No.18/2012 c/w COP No.17/2012. ¶34

Hanesbrands Apparel India Private Limited Vs Nil — Company and Corporate | Karnataka HC (2025)

What the court decided

AI extract

Outcome

Recall of this Court's order dated 13.12.2023, thereby restoring the order dated 13.9.2012 sanctioning the scheme of amalgamation in COP No.18/2012 c/w COP No.17/2012.

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Issue for consideration

Whether the company application filed under Section 394 of the Companies Act, 1956 r/w Section 151 of the Code of Civil Procedure, 1908, praying to recall the order dated 13.12.2023, ought to be allowed. +1 more

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Court's answer

The present company application is allowed.

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Ratio / Principle

Since the applicant/petitioner has filed the schedule of assets and remitted the stamp duty as assessed/quantified by it, it is just and proper that the relief sought in the present application be granted, notwithstanding affording another opportunity to the State to file its response to the schedule of assets.

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Key takeaways

The order dated 13.12.2023 — whereunder the order dated 13.9.2012 (passed in COP No.18/2012 c/w COP No.17/2012) allowing the company petition/s and sanctioning the scheme of amalgamation had been recalled — is hereby recalled.ratio¶34

Detailed headnote1 paragraphs

Company Application No. 424 of 2024 in COP No.17 of 2012 c/w COP No.18 of 2012 (High Court of Karnataka, 17.10.2025, C.M. Poonacha J.) filed under S.394 of the Companies Act, 1956 r/w S.151 of the Code of Civil Procedure, 1908 by Hanesbrands Apparel India Private Limited seeking recall of the order dated 13.12.2023, by which this Court had recalled its order dated 13.9.2012 sanctioning the scheme of amalgamation for the applicant's failure to file the schedule of assets. Pursuant to the order dated 12.6.2025, the applicant filed the schedule of assets on 26.6.2025 with quantification of stamp duty and remitted stamp duty of `2,63,000/- (challan annexed with memo filed 22.8.2025). Holding that compliance with the earlier direction was complete, the Court allowed the application and recalled the order dated 13.12.2023, restoring the sanction of the scheme of amalgamation.

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1 - NC: 2025:KHC:41546 CA No. 424 of 2024 IN COP No.17 of 2012 C/W COP No.18 of 2012

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HC-KAR

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IN THE HIGH COURT OF KARNATAKA AT BENGALURU

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DATED THIS THE 17^TH DAY OF OCTOBER, 2025

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BEFORE

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THE HON'BLE MR. JUSTICE C.M. POONACHA COMPANY APPLICATION NO. 424 OF 2024

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COMPANY PETITION NO.17 OF 2012

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C/W

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COMPANY PETITION NO.18 OF 2012

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BETWEEN:

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HANESBRANDS APPAREL INDIA PRIVATE LIMITED NO.201 PRESTIGE SIGMA NO.3, VITTAL MALLYA ROAD BENGALURU-560001

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…APPLICANT

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(BY SRI. UDAY SHANKAR R MANJESHWAR, ADVOCATE A/W SMT NIYATHI M, ADVOCATE)

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Digitally signed by NIRMALA DEVI Location: HIGH COURT OF KARNATAKA

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AND:

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NIL NIL

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(BY SRI. MILIND DANGE, AGA)

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…RESPONDENT

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THIS COMPANY APPLICATION IS FILED UNDER SECTION 394 OF THE COMPANIES ACT, 1956 R/W SECTION 151 OF THE CODE OF CIVIL PROCEDURE, 1908 PRAYING TO RECALL ITS ORDER DATED 13.12.2023 IN THE INTEREST OF JUSTICE AND EQUITY.

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THIS APPLICATION, COMING ON FOR ORDERS, THIS DAY, ORDER WAS MADE THEREIN AS UNDER:

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CORAM: HON'BLE MR. JUSTICE C.M. POONACHA

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2 - NC: 2025:KHC:41546 CA No. 424 of 2024 IN COP No.17 of 2012 C/W COP No.18 of 2012

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HC-KAR

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ORAL ORDER

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The present application is filed to recall the order dated 13.12.2023.

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It is forthcoming that this Court vide order dated 13.12.2023 recalled the order dated 13.9.2012 sanctioning the scheme of amalgamation due to the applicant/petitioner not filing the schedule of assets pursuant to the said order dated 13.9.2012.

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During the pendency of the present application, pursuant to the order dated 12.6.2025 the applicant has filed the schedule of assets on 26.6.2025 together with quantification of stamp duty and the stamp duty in a sum of `2,63,000/- has also been remitted by the applicant. A copy of the challan indicating the payment of stamp duty has been annexed along with the memo filed on 22.8.2025.

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Vide the order dated 18.9.2025, the learned Additional Government Advocate was afforded an opportunity to secure instructions and file the response of the State to the schedule of assets filed on 26.6.2025 and the quantification of

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3 - NC: 2025:KHC:41546 CA No. 424 of 2024 IN COP No.17 of 2012 HC-KAR C/W COP No.18 of 2012

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stamp duty. Learned Additional Government Advocate seeks

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for a further accommodation to file response of the State.

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In view of the fact that the applicant/petitioner has filed the schedule of assets and also remitted the stamp duty as assessed/quantified by it, it is just and proper that the relief sought in the present application be granted, notwithstanding affording another opportunity to the State to file its response to the schedule of assets.

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In view of the aforementioned, the present application is allowed and the order dated 13.12.2023, whereunder the order dated 13.9.2012 (passed in COP No.18/2012 c/w COP No.17/2012) allowing the company petition/s and sanctioning the scheme of amalgamation was recalled, is hereby recalled.

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Sd/(C.M. POONACHA) JUDGE

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Hanesbrands Apparel India Private Limited v. Nil

Case brief

What is this about?

What did the court decide?

Hanesbrands Apparel India Private Limited v. Nil

Case brief

What is this about?

What did the court decide?

Why is it important?

What the court decided

Issues for consideration

Statutes considered

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