9911796707
TMI Blog2008 (8) TMI 564X X X X Extracts X X X X X X X X Extracts X X X X ..... Transferor Company) and Balaji Industrial Engineering Limited (Applicant Transferee Company) filed this application under section 391 of the Companies Act, 1956 (hereinafter shall be referred to as the Act of 1956) praying as under : ( i )necessary directions may be given as to the issue and publication of notices and the convening, holding and conducting of the separate meetings of secured and unsecured creditors of the applicant Transferor Company, and ( ii )the meeting of the members of the Applicant Transferor Company may kindly be dispensed with. ( iii )the meeting of the members of the Applicant Transferee Company may kindly be dispensed with. ( iv )any other order which this Hon ble Court may deem fit in the facts and circums ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Association, have been detailed out in para No. 10 of the application. 8. It is averred in the application that by proposed scheme of arrangement (Annexure F enclosed with the application) under sections 391 to 394 of the Companies Act, the transferor company seeks to transfer by way of demerger the Barajamada (Jharkhand) division (Demerged Undertaking) to the transferee company, by issuance of shares by the applicant transferee company to the shareholders of the applicant transferor company. The share exchange ratio has been determined by the Board of Directors of the applicant companies after taking into consideration the report given by an independent chartered accountant, it is averred that the demerger shall enhance the scope for i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... l be convened and held as per the following schedule Name Date and time Place Secured creditors of the applicant transferor company 29-9-2008 3.00 p.m. Registered Office of company Unsecured creditors of the applicant transferor company 29-9-2008 4.00 p.m. Registered Office of company 10. At least 21 clear days before the days 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 off ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r the said meeting. 14. The Chairman appointed for the meetings through applicant Company, do issue the advertisement and send out the notices of the meeting referred to above. 15. The quorum for the said meetings shall be as per the provisions of the Act, 1956. 16. 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 meeting, is filed with the applicant transferor company at their registered office, aforesaid not later than forty eight hours before the meeting scheduled to be held. 17. The value of each secured creditors and unsecured creditors shall be in accordance with the books of the applicant transferor company where the entries in the ..... X X X X Extracts X X X X X X X X Extracts X X X X
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