9911796707
TMI Blog2015 (5) TMI 15X X X X Extracts X X X X X X X X Extracts X X X X ..... ation, the proposed Scheme of Amalgamation of Narmada Asbestos Pipes Private Limited (hereinafter referred to as the transferor company) with Carnation Developers Private Limited (hereinafter referred to as the transferee company). 2. The registered offices of the transferor and transferee companies are situated at New Delhi, within the jurisdiction of this Court. 3. The transferor company was originally incorporated under the Companies Act, 1956 on 27th March, 2006 with the Registrar of Companies, Rajasthan at Jaipur. Learned counsel for the applicants submitted that the transferor company shifted its registered office from the State of Rajasthan to Delhi on 7th September, 2013 pursuant to orders passed by the Regional Director (NW ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r company is a subsidiary of the transferee company and is jointly developing a residential group housing project on the consolidated Project Land with the transferee company. It is claimed that the amalgamation would result in reduction of overheads, administrative, managerial and other expenditure and bring about operational rationalization, organizational efficiency and optimal utilization of various resources. IT is further claimed that amalgamation will lead to the benefits of economies of scale, besides other synergetic advantages. 9. So far as the share exchange ratio is concerned, the Scheme provides that, upon coming into effect of this Scheme, no shares of the transferee company shall be allotted in lieu or exchange of its holdin ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cured creditors. All the equity shareholders, in their extra-ordinary general meeting held on 21st January, 2015, and all the secured creditors have given their consents/no objections in writing to the proposed Scheme of Amalgamation. Their consents/no objections have been placed on record. They have been examined and found in order. In view thereof, the requirement of convening the meetings of the equity shareholders and secured creditors of the transferee company to consider and, if thought fit, approve, with or without modification, the proposed Scheme of Amalgamation is dispensed with. There is no unsecured creditor of the transferee company, as on 22nd January, 2015.
14. The application stands allowed in the aforesaid terms. X X X X Extracts X X X X X X X X Extracts X X X X
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