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TMI Blog2015 (5) TMI 832X X X X Extracts X X X X X X X X Extracts X X X X ..... ther party. Considering the approval accorded by the shareholders and creditors of the petitioner companies to the proposed Scheme of Arrangement and the affidavit filed by the Regional Director, Northern Region, not raising any objection to the proposed Scheme of Arrangement, there appears to be no impediment to the grant of sanction to the Scheme of Arrangement. - Application approved. - COMPANY PETITION NO. 652/2014 - - - Dated:- 5-5-2015 - SUDERSHAN KUMAR MISRA, J. For The Petitioner : Ms. Malini Sud and Ms. Aditi Sharma, Advocates For The Regional Director : Ms. Aparna Mudiam, Assistant Registrar of Companies JUDGMENT : SUDERSHAN KUMAR MISRA, J. 1. This joint petition has been filed under Sections 391(2) and 394 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... y is ₹ 2,60,35,70,500/- divided into 3,12,00,000 equity shares of ₹ 10/- each aggregating to ₹ 31,20,00,000/-; 3,00,00,000 10% non-cumulative redeemable preference shares of ₹ 10/- each aggregating to ₹ 30,00,00,000/-; and 19,91,57,050 8.5% non-cumulative redeemable preference shares of ₹ 10/- each aggregating to ₹ 1,99,15,70,500/-.. 6. The present authorized share capital of the resulting company is ₹ 14,05,00,000/- divided into 1,40,50,000 equity shares of ₹ 10/- each. The issued, subscribed and paid-up share capital of the company is ₹ 1,00,000/- divided into 10,000 equity shares of ₹ 10/- each. 7. Copies of the Memorandum and Articles of Association of the demerged ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... erence shares in the resulting company and corresponding preference shares in the demerged company shall stand cancelled. 10. It has been submitted by the petitioners that no proceedings under Sections 235 to 251 of the Companies Act, 1956 are pending against the demerged and resulting companies. 11. The Board of Directors of the demerged and resulting companies in their separate meetings held on 24th December, 2013 have unanimously approved the proposed Scheme of Arrangement. Copies of the Resolutions passed at the meetings of the Board of Directors of the demerged and resulting companies have been placed on record. 12. The petitioner companies had earlier filed CA (M) No. 102/2014 seeking directions of this court to dispense with ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ment. Vide order dated 17th October, 2014, notice in the petition was directed to be issued to the Regional Director, Northern Region. Citations were also directed to be published in 'Business Standard' (English) and Jansatta (Hindi) editions. Affidavit of services has been filed by the petitioners showing compliance regarding service on the Regional Director, Northern Region, and also regarding publication of citations in the aforesaid newspapers on 19th December, 2014. Copies of the newspaper clippings containing the publications have been filed along with the said affidavit. 15. In response to the notices issued in the petition, Mr. A. K. Chaturvedi, Regional Director, Northern Region, Ministry of Corporate Affairs has filed ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... accordance with law. Upon the sanction becoming effective from the appointed date of Arrangement, i.e. 1st November, 2013, the Demerged Undertaking of the demerged company shall stand merged in the resulting company. 18. Assistant Registrar of Companies on behalf of the Regional Director prays that costs of ₹ 1.0 lakh should be paid by the petitioners keeping in view the fact that the matter has involved examination of voluminous record from the office of the Regional Director as well as the office of the Registrar of Companies for filing the reports. Learned counsel for the petitioners states that the petitioner companies are willing to pay the costs. Looking to the circumstances, the petitioner shall deposit a sum of ₹ 1.0 ..... X X X X Extracts X X X X X X X X Extracts X X X X
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