9911796707
TMI Blog2009 (1) TMI 491X X X X Extracts X X X X X X X X Extracts X X X X ..... l and deal, whether as wholesalers or retailers or as exporters or as principals or agents, in all kinds of food articles including instant foods, spices and condiments, to buy, sell and deal whether as wholesalers or retailers or as exporters or importers or as principals or agents, in packaging materials and containers of every description suitable for human consumption, etc. 3. The memorandum of association is produced at annexure B to the petition. 4. The authorised share capital of the petitioner-company is Rs. 75,00,00,000 divided into 7,50,00,000 equity shares of Rs. 10 each, of which, 6,97,50,000 equity shares have been issued and have been fully paid-up credited as fully paid-up. The copy of the balance-sheet as on 31-12-2007, is ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d out to the extent of the accumulated losses and is lost and unrepresented by available assets of the company. This has an adverse effect on the company's financial position as reflected in its balance-sheet and has also been proving to be an impediment for the company's progress since it creates a negative image of the company in the minds of bankers, suppliers and others. 9. By the special resolution of the company, duly passed in accordance with section 189 of the Act, in an extraordinary general meeting held on 16-12-2008, it is resolved to approve the reduction of the subscribed and paid-up equity share capital of the company as outlined in the scheme. Copy of the resolution passed in extraordinary general meeting is produced along w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of accumulated loss of Rs. 52,67,81,833 as appearing in the audited balance-sheet as at 31-12-2007. The proposed reduction of paid-up share capital will not prejudice the rights of any of the creditors of the company in any manner whatsoever. As aforementioned the action of the board of directors was approved in the extraordinary general meeting of the shareholders. No shareholder has opposed the said action. 13. In view of what is stated above, I am of the view that the resolution passed by the board of directors is for the benefit of the company, its shareholders and the same is not contrary to law. Hence, I pass the following order : "The reduction of share capital of the petitioner-company, resolved on and effected by a special resolu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... fected by reducing the paid-up value of each equity share in the subscribed and paid-up equity share capital by cancellation of an amount of Rs. 7.50 out of being the paid-up value of each equity share ; (e)after such cancellation, the equity shares with the reduced paid-up value will be consolidated into one equity share of the paid-up value of Rs. 10 that is fully paid-up ; (f)there will be no reduction in the nominal value of a share of Rs. 10 ; and (g)any fractions arising in the consolidation process will be consolidated and will be in the control of the board of directors who may dispose of the same and the proceeds will be distributed to the concerned shareholders in proportion to their fractional entitlement. Resolved further th ..... X X X X Extracts X X X X X X X X Extracts X X X X
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