Disclosure of Information. As per sub-section(4A} of Section 395

value of all shares of that class in that company, then the above provisions will not apply and the transferee company cannot acquire the shares of the dissenting members. However, it may still acquire the shares if :
(a) it offers the same terms to all the shareholders of the same class, and (b) the shareholders who approve of the scheme, besides holding not less
than 9/10ths in value of the shares other than those already held by the transferee company by itself or through nominees, are also not less than 3/4ths in number of the holders of those shares.
4. Where the transferee company or its nominee or subsidiary already holds in the transferor company at least 9/10ths in value of shares of the class agreed to be transferred in pursuance of the scheme, then the transferee company must give notice of the fact to the remaining dissenting shareholders of the transferor company within one month of the date of transfer already made. On receipt of such notice, the dissenting shareholders may, within three months, require the transferee company to .acquire their shares. Then the transferee company will be entitled and bound to acquire such shares on the same terms as that of the approving shareholders or on such other terms as may be agreed or as ordered by the Court, on the application of the transferee company or the shareholder.
5. Where notice has been given by the transferee company to the dissenting shareholder(s} expressing its desire to acquire their shares and the Court has not made an order on the application of the dissenting shareholders modifying the scheme of transfer, then the transferee company must send a copy of the notice to the transferor company on the expiry of one month of the date of the notice, together with an instrument of transfer executed by the transferee company itself through any of its persons and the deal also completed by the transferee company in the instrument. This time period of one month shall also run in a case where a Court reference was made by the dissenting shareholder and the Court disposed of the petition only after the notice was given, then from the date the petition was disposed of. The transferee company must also payor transfer to the transferor company the amount or consideration representing the price of the shares which it is entitled to acquire under the Section (i.e., Section 395). Thereupon, the transferor company shall register the transferee company as the holder of those shares and inform the dissenting shareholder of the fact within one month of registration. The transferor company will also deposit the amount so received in a separate bank account to be held in trust for the holders of shares in respect of which such amount has been received.
Disclosure of Information. As per sub-section(4A} of Section 395, the following provisions are to apply in relation to every offer or a scheme or contract involving the transfer of shares or any class of shares in the transferor company to the transferee company:
(a) Every such offer or every circular containing such offer, or ~very recommendation by the Directors of the transferor company to its shareholders to accept such offer, must be accompanied by such information as may be prescribed by the Central Government [Form 35A].