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TMI Blog1995 (6) TMI 175X X X X Extracts X X X X X X X X Extracts X X X X ..... 994 under the said Scheme of Arrangement] be transferred from the said Effective Date without further act or deed to WFSL and accordingly the same shall, pursuant to section 394(2) of the Companies Act, 1956, be transferred to and vest in WFSL for all the estate and interest NTCIL therein but subject nevertheless to all charges now affecting the same; (2)That all the debts, liabilities, duties and obligations of NTCIL [excluding the debts, liabilities, duties and obligations of NTCIL already transferred to McLeod Russel (India) Limited with effect from the 1st day of April, 1994 under the aforesaid Scheme of Arrangement] be transferred from the said Effective Date without further act or deed to WFSL and accordingly the same shall, pursuant to section 394(2) of the Companies Act, 1956, be trans ferred to and become the debts, liabilities, duties and obligations of WFSL; (3)That all proceedings and/or suits and/or appeals now pending by or against NTCIL be continued by or against WFSL; (4)That leave be and the same is hereby granted to the petitioner- companies to file the Schedule of Assets of NTCIL within three weeks from the date hereof; (5)That NTCIL and WFSL do within 30 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sts, authorities, privileges, liberties and all properties and assets, movable or immovable, real or personal, corporal or incorporal, in possession or reversion, present or contingent of whatsoever nature and wherever situate including land, buildings, machineries, vehicles, office equipments, investments, inventories, sundry debtors, cash and bank balances, loans and advances, leases and all other interests and rights in or arising out of such property with all licences, trade marks, import entitlement and other quotas, if any, held, applied for or as may be obtained hereafter by NTCIL or which NTCIL are entitled to and all debts, liabilities, duties and obligations of NTCIL of whatsoever kind. WHEREAS : 1.NTCIL has an Authorised Share Capital of Rs. 5,00,00,000 divided into 50,00,000 Equity Shares of Rs. 10 each and an Issued, Sub scribed and Paid-up Share Capital of Rs. 4,15,06,330 divided into 41,50,633 Equity Shares of Rs. 10 each fully paid-up. 2.WFSL has an Authorised Share Capital of Rs. 15,00,00,000 divided into 1,50,00,000 Equity Shares of Rs. 10 each and an Issued, Sub scribed and Paid-up Share Capital of Rs. 4,20,85,030 divided into 42,08,503 Equity Shares of Rs. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ereto. 5.Upon the Scheme being sanctioned by the Hon'ble High Court at Gauhati and transfer taking place as stipulated under clause 1 thereof: ( a )WFSL shall, without further application, issue and allot to the members of NTCIL 1 (one) Equity Share of Rs. 10 each in WFSL, credited as fully paid-up for every 1 (one) Equity Share of Rs. 10 each held by them in NTCIL. Such shares rank pari passu in all respects with the existing Equity Shares of WFSL. ( b )All the employees of NTCIL shall become the employees of WFSL without interruption in service and on terms no less favourable to them than those then applicable to them. ( c )Subject to an order being made by the Court, NTCIL shall be dissolved without winding up. 6.Until the Scheme is sanctioned and transfer effected as aforesaid, NTCIL shall carry on its business in usual course and shall be deemed to be carrying on the said business for and on behalf of and in trust for WFSL with effect from the Effective Date. 7.With effect from the Effective Date and up to and including the date on which the Undertaking of NTCIL is duly transferred to WFSL, as provided herein, NTCIL shall be deemed to have held and stood possesse ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d built containing a total area of two bighas, one cottah eight chittacks and fifteen square feet more or less situate and lying at and being portions of premises Nos. 52/5 and 52/6, Ballygunge Circular Road in the town of Calcutta Sub-Division No. L, Division VI, Mouza Bhowanipore No. 1298, Government Estate Panchannagram, Thana Ballygunge Sub-Registration Office Sealdah and bounded on the North partly by the Premises No. 27, Old Ballygunge Road, partly by Ashutosh Chowdhury Road and partly by portion of premises No. 52/5, Ballygunge Circular Road, on the South partly by Premises No. 52A, Ballygunge Circular Road (portion) and partly by remaining portion of 52/6, Ballygunge Circular Road, on the West partly by premises No. 52/3, Ballygunge Circular Road and partly by 52/4/1, Ballygunge Circular Road and partly by a fourteen feet six inches wide common passage and on the East partly by the remaining portions of premises Nos. 52/5 and 52/6, Ballygunge Circular Road. B.All that the entire Ground floor Flat of the main building having a carpet area of about 3,100 square feet together with an undivided 1/5th share or interest of and in all that piece or parcel of land covering beneat ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... y Dag No. 566 D.Tea Processing Factories of NTCIL lying and being situate at the Namdang Tea Estate (situated partly at District Tinsukia, Assam and partly at District Changalang, Arunachal Pradesh) and Bogapani Tea Estate (situated at District Tinsukia, Assam) excluding the land on which the same are situated but including all Factory Buildings, godowns, plant and machinery and other structures relating to and forming part of the said Tea Processing Factories of NTCIL. Part II (Short description of the Leasehold properties of NTCIL) NIL Part III (Short description of stocks, shares, debentures and other choses in action of NTCIL) 1.35,66,758 Shares of McLeod Russel (India) Limited. 2.500 Shares of ABC Tea Workers' Welfare Services Limited 3.2,11,538 Shares of Nestle India Limited 4.25,50,013 Shares of India Foils Limited 5.6,10,000 Shares of Niagara Investments Limited 6.1,14,000 Shares of McNally Bharat Engineering Co. Limited 7.10,20,000 Shares of Kilburn Chemicals Limited 8.57,000 Shares of Standard Batteries Limited 9.1,56,600 Units of the Unit Trust of India 10.5% fully paid-up Debenture (1993-6000) of Woodlands Hospital and Medical Resea ..... X X X X Extracts X X X X X X X X Extracts X X X X
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