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2015 (12) TMI 307

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..... rs, secured and unsecured creditors of the transferee company and for convening of separate meetings of the secured and unsecured creditors of the transferor company to consider and approve, with or without modification, the proposed Scheme of Arrangement between Uttam Sucrotech International Private Limited (hereinafter referred to as the transferor company) and Uttam Sucrotech International Holdings 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 incorporated under the Companies Act, 1956 on 21st April, 2005 with the Registrar of Companies, NCT of Delhi .....

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..... amation will lead to optimum and efficient utilization of capital, resources, assets and facilities; consolidation of businesses and enhancement of economic value addition and shareholder value; obtaining synergy benefits and better management and focus on growing the businesses. 9. So far as the share exchange ratio is concerned, the Scheme provides that, upon coming into effect of this Scheme, the transferee company shall issue and allot shares to the shareholders of the transferor company in the following ratio: "01 compulsory convertible preference shares of Rs. 10/- each in the transferee company for every 01 equity share of Rs. 10/- each held by them in the transferor company." 10. It has been submitted by the applicants that no .....

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..... he transferee company to consider and, if thought fit, approve, with or without modification, the proposed Scheme of Arrangement is dispensed with. There is no secured creditor of the transferee company, as on 28th February, 2015. 14. The transferor company has 14 secured creditors and a direction is sought to convene and hold their meeting to seek their approval to the proposed Scheme of Arrangement. Considering the facts and circumstances aforesaid, the meeting of the secured creditors of the transferor company shall be held on 26th December, 2015 at 11:00 a.m. at A-11, Meerut Road Industrial Area, Ghaziabad, Uttar Pradesh. Mr.Ankur Arora, Advocate, (Mobile No. 9811929774) is appointed as the Chairperson and Mr. Hari Om Gautam, Advocate, .....

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..... licant companies at least 48 hours before the meeting. The Chairpersons and Alternate Chairpersons shall ensure that the proxy registers are properly maintained. 17. The Chairpersons and Alternate Chairpersons shall ensure that notices for convening the aforesaid meetings of the secured and unsecured creditors of the transferor company, along with copies of the Scheme of Arrangement and the statement under Section 393 of the Companies Act, 1956, shall be sent to the secured and unsecured creditors of the transferor company by ordinary post at their registered or last known addresses at least 21 days before the date appointed for the meetings, in their presence or in the presence of their authorized representatives. Notice of the meetings s .....

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