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Issues involved: Application u/s 391 and 394 of the Companies Act, 1956 for Scheme of Amalgamation.
Details of the Judgment: 1. The application was filed for the Scheme of Amalgamation involving three companies: Applicant/Transferor company No. 2, Non-Applicant/Transferor company No. 1, and Non-Applicant/Transferee company. The proposed Scheme was approved by the Board of Directors of the Applicant company. 2. The registered office of the Applicant/Transferor company No. 2 is located in the National Capital Territory of Delhi within the jurisdiction of the Delhi High Court. 3. The Transferor company No.1 and the Transferee company are situated in the State of Karnataka. The High Court of Karnataka had previously dispensed with the requirement to hold meetings of equity shareholders and trade creditors of the Transferor and Transferee companies, directing individual notices to be issued to employees and trade creditors. 4. No proceedings under Sections 235 to 251 of the Companies Act were pending against the Applicant company at the time of the application. 5. A table in the application detailed the status of shareholders, secured and unsecured creditors of the Applicant company, showing consents obtained for the proposed Scheme. 6. The application included a prayer for dispensation of the requirement to convene meetings of shareholders and unsecured trade creditors of the Applicant company. 7. Based on the details provided, the Court dispensed with the need to convene meetings of shareholders and unsecured trade creditors of the Applicant company. 8. The application was allowed in the terms mentioned, and an order was issued for further action. This judgment pertains to an application under Sections 391 and 394 of the Companies Act, 1956 for a Scheme of Amalgamation involving three companies, with specific details regarding the companies' locations, consents obtained, and the dispensation of the requirement for shareholder and creditor meetings based on the provided information.
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