9911796707
TMI Blog2010 (10) TMI 918X X X X Extracts X X X X X X X X Extracts X X X X ..... ns 78 and 100 to 104 of the Companies Act, 1956. 2. It has been submitted that vide the order dated April 26, 2010, passed in the Company Application No. 108 of 2010, meeting of the equity shareholders of the demerged company was dispensed with in view of the written consent letters placed on record. It has been noted in the said order that there were no secured or unsecured creditors of the demerged undertaking. Considering the substantial excess of the assets over the liabilities of the demerged company per se, the meetings of the secured and unsecured creditors of the demerged company were also dispensed with accepting the contention that the rights and interests of the secured and unsecured creditors of the demerged company were not li ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d with. Affidavits dated July 13, 2010, confirms the same. No one has come forward with any objections to the said petitions even after the publication. The same was been further confirmed by the additional affidavit dated October 5, 2010, annexed to the petition for the resulting company. 5. Notice of the petitions have been served upon the Central Government and Shri M. Iqbal Shaikh, learned standing counsel appears for the Central Government. An affidavit dated September 23, 2010, has been filed by Mr. S.M. Ameerul Millath, the Regional Director, Western Region, Ministry of Corporate Affairs, whereby the only observation pertains to the issue of reduction of share capital of the resulting company. The said issue is dealt with by the add ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e, there is no need of separate compliance with section 100 of the Companies Act. The objection of the Regional Director is therefore hereby overruled. 8. It has been further pointed out by Smt. Soparkar that under clause 13 of the said scheme, the demerged company had proposed to utilise its share premium account in order to adjust/write off the amount representing the surplus of assets over the liabilities of the demerged undertaking in the books of account of the demerged company. The aforesaid proposal amounts to reduction of capital under sections 78 and 100 of the Companies Act, 1956. Considering the dispensation of the separate procedure granted vide the order dated April 26, 2010 and considering the accepted principle of single win ..... X X X X Extracts X X X X X X X X Extracts X X X X
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