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Q.3 Karwar Fertilizers Ltd., is a large listed, fertilizer and agricultural chemical company having a turnover of approximately Rs. 4000 crores. Karwar fertilizers seeks to
Q.3 Karwar Fertilizers Ltd., is a large listed, fertilizer and agricultural chemical company having a turnover of approximately Rs. 4000 crores. Karwar fertilizers seeks to acquire Goa Fertilizers Ltd., a running financially sick unit with a turnover of Rs. 2000 crores and accumulated loses of aound Rs. 400 crores. Goa Fertilizers Ltd., has a very good IPR portfolio of pest control chemicals and very bad industrial relations with workmen. In the light of the above mentioned facts answer the following questions: [20] a) Explain the various labour legislations under which due diligence is necessary before Karwar Fertilizers Ltd., can enter into any kind of agreement for a merger with Goa Fertilizers Ltd. (5 marks) b) Will the above mentioned merger come within the ambit of the Competition Act,2002? Explain the relevant provisions which mandate approval from the Competition Commission and Company Law and penalty under the Competition Act,2002 for non-compliance.(5 marks) c) The shareholders of Goa Fertilizers Ltd are to get shares in Karwar Fertilizers Ltd in a share swap deal. Explain the tax liability of the shareholders of Goa Fertilizers Ltd. post-merger on receipt of shares of Karwar Fertilizers Ltd. (2 marks) d) Post merger what are the benefits that accrue to Karwar Fertilizers Ltd under the Income Tax Act? (5 Marks) e) Will GST be payable by Karwar Fertilizers Ltd on the merger with Goa Fertilizers Ltd? Explain
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