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TMI Blog2005 (11) TMI 254X X X X Extracts X X X X X X X X Extracts X X X X ..... s and the convening, holding and conducting of the separate meetings of the preference shareholders and secured creditors of the applicant-transferor-company and the appointment of the Chairman for the meetings aforesaid. 2. Damanganga Processors Limited (hereinafter shall be referred to the applicant-transferor-company ) is a company duly incorporated under the Act, 1956 on 18th June, 1999; its registered office is situated at Pachpahar Road, Bhawanimandi (Rajasthan). The position of authorized, issued, subscribed and paid-up capital of the applicant-transferor-company as on 31-3-2005 is detailed out in para No. 5 of the application. The main objects of the applicant-transferor-company, as set out in the object clause of its Mem ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 4. The applicants have filed this application to obtain sanction of the Court to a Scheme of Arrangement whereby and whereunder Textile Division, as defined in the Scheme of Arrangement, of the applicant-transferor-company is to be demerged and transferred into the applicant-transferee-company on the terms and conditions stated therein. A copy of the Scheme of Arrangement has been annexed to the application as Annexure-E. 5. The circumstances and/or reasons, which justify and/or necessitate the said Scheme of Arrangement have been stated in para No. 15 of the application. 6. The Board of Directors of applicant-transferor-company and the applicant-transferee-company have, at their respective meetings by resolutions passed unanim ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 0.30 A.M. Pachpahar Road, Bhawanimandi- 326502 Secured Creditors 5-1-2006 at 11.30 A.M. Pachpahar Road, Bhawanimandi- 326502 10. That at least 21 clear days before the date fixed for the meetings an advertisement convening the same and stating that copies of the said scheme of arrangement and of the statements required to be furnished, shall be furnished, pursuant to section 393 of the Act, 1956 and forms of proxy can be obtained free of charge at the office of the applicant- transferor-company or from the office of its Advocate, be advertised once in the dailies, namely, Hindi Newspaper Rajasthan Patrika (Kota Edition) and English Newspaper Times of India (Jaipur Edition). 11. That at least 21 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... vertisement and send out the notices of the meetings referred to above. 15. That the quorum for the said meetings shall be as per the provisions of the Act, 1956. 16. That voting by proxy be permitted, provided that a proxy in the prescribed form duly signed by the person entitled to attend and vote at the meetings, is filed with the applicant-transferor-company at its registered office, aforesaid, not later than forty-eight hours before the meetings scheduled to be held. 17. That the value of each preference shareholder and secured creditor shall be in accordance with the books of the applicant-transferor-company and where the entries in the books are disputed, the Chairman shall determine the value for purposes of the meetings ..... X X X X Extracts X X X X X X X X Extracts X X X X
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