The Anup Engineering Ltd – Can it scale up?

Sir can you explain what the red flag is exactly? On 26th Oct 2018 Arvind Ltd demerged its branded apparel (Arvind fashion) and engineering (Anup engineering) arms what this NCLT order is about. In 2019 Anup Eng allotted 10193962 shares to equity shareholders which now stand at 9881150 shares, thanks the to buyback + share option exercised during the period.

Regarding 1.92 cr expense adjusted against security premium, note that engineering arm was demerged into Anveshan, then Anup & Anveshan were merged and finally Anup was listed as a separate entity. Here is the proposed structure :

Here is what NCLT guideline are for expenses incurred during the transfer of engineering undertaking:

If I am missing something, do let me know.
Regards