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Filling the certificate

The transferee and its transferors, the clause carrying the treatment, and the extract enclosed.

Four steps: the transferee company, the scheme, the documents and annexure, then review and issue.

1. Transferee Company

Name, constitution, registered office, PAN and GSTIN, with the certificate and engagement dates.

Note

The name and registered office you enter here appear twice — in the address block at the top, under "The Board of Directors", and in the scope paragraph. There is no separate addressee to fill in.

2. Scheme Details

Kind of Schemerequired

Merger and Amalgamation, or Demerger. Printed everywhere the scheme is named, including the Annexure heading.

Transferor Company / Companiesrequired

One row each, with the date that company's Board approved the scheme. There may be several.

Clause of the Draft Schemerequired

The clause containing the proposed accounting treatment. Enter the number alone, "12": the certificate prints "Clause 12 of Part III of the Draft Scheme", and drops the word if you typed it too.

Part of the Draft Schemerequired

The part alone, "III"; "Part" is added.

Date the Transferee's Board approved the Schemerequired
Appointed Daterequired

The date from which the scheme is deemed effective. The Opinion states it expressly, because section 232(6) requires the scheme to provide one.

Submitted Torequired

Stock Exchange, SEBI, Registrar of Companies, or NCLT. Only the one you choose is printed.

Jurisdictional Benchrequired

Appears only for NCLT — the format asks for the bench to be named.

Warning

The clause and part are cited three times in the certificate: in the scope paragraph, in your responsibility paragraph, and in the Opinion. Getting them right matters more here than almost anywhere else, because they are what bounds what you are certifying.

3. Documents & Annexure

Three checkboxes for what the company furnished — the draft scheme with its effective date, the certified board resolution, and the written representation. All three are ticked by default; untick anything you did not receive.

Extract of the Scheme

The relevant extract, printed as the enclosed Annexure. Leave a blank line between paragraphs.

Note

You can leave the extract empty and paste it into the editor instead. The Annexure page is generated either way, headed and signed; it simply prints a bracketed instruction until the extract is there.

4. Review & Issue

Check the preview, choose the issuing firm, enter the UDIN.

Warning

Read the Opinion. It should name your appointed date, and the compliance opinion beneath it should cite the same clause and part as the scope paragraph. Both come from what you entered on step 2.

Submitting takes you to the editor. The Annexure is the second page.

Last updated 30 Sept 2026

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