Financial Technologies India Limited has been alleged by Ministry of Corporate Affairs in Bombay High Court on 24th July 2015

1. Shareholders are
against FTIL-NSEL
Merger

2. Introduction
 Financial Technologies India Limited has
been alleged by Ministry of Corporate
Affairs in Bombay High Court on 24th July
 . The ministry blamed the company for
receiving 45 thousand representations on
the proposed merger of National Spot
Exchange Limited
 Ministry believes that the intention behind
that is to overload MCA, so it will slow down
the process of taking final view under
section 396 of Companies Act 1956

3. Reason behind MCA’s
objection
 This affidavit was a reply to a chamber
summons filed by FTIL group. Agenda
behind that was to seek inspection of the
MCA documents relied upon to pass the
draft merger order
 The company was accused of exhausting
specious technicalities and Ministry
declined different ways found for such
inspection as lacking of any merit

4. Fact of Short time frame
 Deadline for making these representations
was 6th March, 2015 given by the Bombay
High Court
 According to FTIL with reference to the order
of Bombay HC dated 4th Feb 2015, FTIL,
NSEL and their relevant shareholders were
allowed to make representations to Ministry
in regards to merger
 Company requested for giving 45 days’ time,
but regardless of their request they were
given only 30 days for arranging AGM and
taking e-voting and physical voting on
resolutions

5.  As shareholders had both the options
to vote against or in favor of Merger
 A suitable process was set up by
company in given frame of short
period
 19000 shareholders voted against
merger on the other hand 500
shareholders voted in favor of merger

6. Proof of Authorized
documents
 Documents were certified by CESA certifier
 These certificate and physical copies of the
letters as voting papers were submitted in
CD and Papers to MCA in 40 box files
 Valid acknowledgement for this is available.
NSDL and CDSL being depositories
confirmed and validated documents of
shareholders like KYC details with DPID,
Pan number, number of shares and all
other personal database
 It was confirmed by MCA affidavit on 30th
March 2015 filed in Bombay HC

7. FTIL’s point of view
 FTIL group stated that it was totally
unexpected for them as shareholders voted
with vociferous voice.
 Agony of 19000 shareholders is displayed
from the gigantic response as it is clear that
80 percent of the company is not supporting
forced merger
 Idea of merger is an illicit act based on
dishonest recommendation by FMC
Chairman
 This decision was beyond his jurisdiction by
FCRA Act

8.  Facts are not verified and this thing
has put the country on a regressive
path on the issue of Limited Liability
concept and Company Law
 This issue is worse than even MAT
and GAAR with respect to FDI and
domestic investment in corporate
sector