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TMI Blog2009 (3) TMI 566X X X X Extracts X X X X X X X X Extracts X X X X ..... the hearing that the petitioners should undertake to comply with Accounting Standard-14. The petitioners have undertaken to comply with the said accounting standards.There is no other legal impediment to the sanction of the Scheme of Amalgamation which is annexed to the petition. Consequently, sanction is hereby granted to the Scheme of Amalgamation under sections 391 and 394 of the Companies Act, 1956. - C.P. NOS. 237 AND 238 OF 2008 - - - Dated:- 2-3-2009 - VIPIN SANGHI, J. Aditya Grover, Ms. Manisha Tyagi, Raisuddin and N.S. Arora for the Petitioner. JUDGMENT 1. In these petitions arguments were initially heard and judgment re-served on 6-2-2009. However, during the course of preparation of judg-ment it was notic ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the transferor company is situated at B-48, East of Kailash, New Delhi-110065, i.e., within the jurisdiction of this Court. 6. The authorized share capital of the transferee company as on 1-4-2008 was Rs. 10,00,00,000 divided into 1,00,00,000 equity shares of Rs. 10 each. The issued, subscribed and paid-up equity share capital of the transferee company as on 1-4-2008 was Rs. 5,00,00,000 divided into 50,00,000 equity shares of Rs. 10 each. 7. The petitioner companies had filed Company Application (M) No. 91-92/2008 under sections 391 and 394 of the Companies Act, 1956, to secure orders for convening meetings of the secured and unsecured creditors of the two companies, to consider and if thought fit, to approve the proposed Sche ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e of requisite notice. It is reported that the meeting of the secured creditors of the transferor company was attended by 1 creditor representing 99.04 per cent (Rs. 2,06,22,593 of total secured debts) and the said Scheme was approved unanimously when put to vote. The Chairperson has reported that the meeting of unsecured creditors of the transferor company was attended by 34 unsecured creditors representing more than 15 per cent of the total value of unsecured debt of the transferor company. Consequently, the required quorum was present. Furthermore, the Chairperson has reported that the said Scheme was approved unanimously when put to vote. The Chairperson s report has been filed for record. The affidavit in support of the reports has als ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... eree company. The Chairperson in his separate report dated 24-7-2008 in relation to the meeting of the unsecured creditors, as corrected by his subsequent affidavit filed on 25-2-2009 has reported that the meeting as aforesaid has been duly held as per the directions of the Court after issuance of requisite notice. The same was attended by 36 unsecured creditors, by proxy or through authorized representatives, entitled together to an aggregate amount of Rs. 10,96,58,287 of the total value of unsecured debts of the transferee company, which represents 80.55 per cent of the total unsecured debt of the transferee company. Consequently, the required quorum was present. Furthermore, the Chairperson has reported that the said Scheme was approved ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n 394(1) of the Companies Act, 1956. 15. The Regional Director (NR) has not filed any response but has submitted at the hearing that the petitioners should undertake to comply with Accounting Standard-14. The petitioners have undertaken to comply with the said accounting standards. 16. There is no other legal impediment to the sanction of the Scheme of Amalgamation which is annexed to the petition. Consequently, sanction is hereby granted to the Scheme of Amalgamation under sections 391 and 394 of the Companies Act, 1956. The transferee company will comply with the statutory requirements in accordance with law including compliance of Accounting Standard-14 (Accounting for Amalgamation) issued by the Institute of Chartered Accountant ..... X X X X Extracts X X X X X X X X Extracts X X X X
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