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TMI Blog2013 (11) TMI 31X X X X Extracts X X X X X X X X Extracts X X X X ..... , in brief, are to carry on the business as manufactures and dealers of all kinds of engineering goods including ball, roller and tapered bearings and all kinds of mechanical, electrical and scientific appliances, instruments, apparatus, tools, contrivances and accessories. The company manufactured ball bearings in its factory at Ranchi since incorporation. During the initial period of 30 years, the business was successful; however, from the late 80s the company started suffering losses. It was declared as a sick unit and financial rehabilitation package was sanctioned by the BIFR in February, 1990. For some years thereafter there was improvement in the performance of the company but again from 1997/98, the company started suffering losses and eventually commercial operations ceased in August, 2001 due to shortage of working capital. 4. In 2001, M/s Gati Cargo Management Services, one of the creditors of the company, filed company petition No.321 of 2001 for winding up and by order dated 23rd January, 2006, the company was ordered to be wound up and an official liquidator was appointed by this Court. He took possession of the premises and assets of the company and initiated liquid ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ld take effect from the day mentioned therein but would be effective from the last day on which the requisite approvals, consent and sanctions are duly obtained and a certified copy of the order of the Court sanctioning the scheme is filed within the concerned Registrar of Companies as required by the Act. 10. The company has prayed for issue of the following directions:- "i. To order and issue notice for meeting of secured creditors classified as class I creditors; and ii. To order and issue notice for meeting of statutory liabilities creditors classified as class II creditors; and iii. To order and issue notice for meeting of unsecured creditors classified as class III creditors; and iv. to order and issue notice for meeting of equity shareholders under section 391 and 393 of the Companies Act, 1956; v. To grant exemption from calling of the meeting of preference shareholders under section 391 and 393 of the Companies Act 1956; vi. To issue the publication of Notice by Advertisement in newspapers in respect of the convening, holding and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s proposed between a company and its creditors or any class of them or between a company and its members or any class of them, the Court may, on the application of the company order a meeting of the creditors or class of creditors, or of the members or class of members, as the case may be, to be called, held and conducted in such a manner as the Court directs. Rule 67 of the Companies (Court) Rules, 1959 is relevant. Elaborate provisions have been made in Rules 67 to 87 in connection with the compromise or arrangement under Section 391 to 394. Rule 67 is as follows : "Summons for directions to convene a meeting An application under section 391 (1) for an order convening a meeting of creditors and/or members or any class of them shall be by a Judge's summons supported by an affidavit. A copy of the proposed compromise or arrangement shall be annexed to the affidavit as an exhibit thereto. Save as provided in rule 68 hereunder, the summons shall be moved ex parte. The summons shall be in Form No. 33, and the affidavit in support thereof in Form No. 34." The Rule is quite clear when it says that the summons shall be moved ex-parte e ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... relation to their objections to the maintainability of the application. The reason is simple. Dues payable to workmen are treated on par with dues payable to secured creditors and in this sense the workmen are treated on par with secured creditors. If the workmen have any objection to the scheme or compromise, they can voice the same i the meeting of the secured creditors to be held under the directions of the Company Court. They also have a right to voice their objections at the second motion stage and this right was not seriously contested by the learned counsel for the applicant. Thus, in the absence of any statutory provision and having regard to the fact that the workmen, as part of the secured creditors, can voice their objections in the secured creditors' meeting and also at the second motion stage, I reject the objection raised by Mr. Sinha for the workmen maintainability of the application. 15. I accordingly issue the following directions : i. The Company has 3 secured creditors classified as Class I creditors. A prayer has been made for convening the meeting of the secured creditors. Consequently, I direct that a meeting of the secured creditors ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... is not present at the commencement of the meeting, the meeting would be adjourned for 30 minutes and thereafter the persons present in the meeting, who would not be less than one, would be treated as proper quorum. ix. The Company has 136 unsecured creditors classified as Class III Creditors. A prayer has been made for convening the meeting of the unsecured creditors. Consequently, I direct that a meeting of the unsecured creditors of the Company shall be held on 17th August 2013 at 2.00 P.M. at Hotel Krishna Residency, Plot No. 2, Sector 12B, Dwarka, New Delhi - 110078. x. Mr. Navneet Goyal, Advocate, Mob. No.9811224831, is appointed as the Chairperson and Ms. Rubal Bansal, Advocate, Mob. No.9873755301, is appointed as the Alternate Chairperson for the meeting of unsecured creditors of the Applicant company. They would be paid a fee of Rs. 50,000/- each. Mr. Vijender, Mob. No. 9582066939 and Mr. Ram Kumar, Mob. No. 9873081316, officials to this Court shall provide secretarial assistance to the Chairperson and the Alternate Chairperson. They shall be paid a fee of Rs. 10,000/- each for this purpose. xi. T ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 9, is appointed as the Alternate Chairperson for the meeting of the preference shareholders of the Applicant company. They would be paid a fee of Rs. 50,000/- each. Mr. S. Prem Kumar, Mob. No. 9910652606 and Mr. Hariom Singh, Mob. No. 9971843622, officials to this Court shall provide secretarial assistance to the Chairperson and the Alternate Chairperson. They shall be paid a fee of Rs. 10,000/- each for this purpose. xix. The quorum of the meeting of the preference shareholders is fixed as follows: No. % 15% in number 20% in value xx. It is also directed that if the quorum is not present at the commencement of the meeting, the meeting would be adjourned for 30 minutes and thereafter the persons present in the meeting, who would not be less than 5% in number, would be treated as proper quorum. xxi. The Applicant company is also directed to publish advance notices of the aforesaid meetings in 'The Economic Times' (English) and 'Jansatta' (Hindi). The advertisements shall be published at least 21 days in advance before the scheduled date of the meeting. xxii. Indiv ..... X X X X Extracts X X X X X X X X Extracts X X X X
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