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TMI Blog2016 (4) TMI 435X X X X Extracts X X X X X X X X Extracts X X X X ..... d an application in this Court, being Company Application No. 57 of 2016, for dispensing with the convening and holding of the meetings of the Equity Shareholders and Creditors (whether Secured or Unsecured) of the said Company. This Court, vide its order dated 12.02.2016, inter alia, dispensed with the convening and holding of the meeting of the Equity Shareholders in view of the consent affidavits to the Scheme received from all the Equity Shareholders. This Court vide its aforesaid order dated 12.02.2016, also dispensed with the meetings of the Creditors (whether Secured or Unsecured) of the said company. 3. The Petitioner of the Company Petition No. 63 of 2016, i.e., German Remedies Limited, had filed an application in this Court being ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on in the English daily newspaper, "Indian Express" and in the Gujarati daily newspaper, "Sandesh", both Ahmedabad editions, on 24.2.2016. The affidavits of service, on behalf of the petitioner Companies, both dated 14.3.2016, have been filed, confirming the publication of the notices in the newspapers, as directed. Notice of the hearing of the petitions has been served upon the Regional Director as well as to the Official Liquidator so far Company Petition No. 62 of 2016 is concerned and affidavits in this regard have been filed. 6. Subsequent to the order dated 17.03.2016, passed by this Court in Company Petition Nos. 62 and 63 of 2016, the Transferee Company has filed an affidavit dated 16.3.2016, inter alia, pacing subsequent facts on ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... earned additional Solicitor General of India appearing for the Central Government and the Official Liquidator. 11. Mr. Sandeep Singhi, learned Advocate for the Petitioner Companies states, that the one of the Petitioner Companies, namely German Remedies Limited has filed the necessary affidavitinreply dated 22.03.2016 to the common affidavit dated 18.03.2016, by the Regional Director. 12. In respect of the observations made by the Regional Director at paragraph 2(d) of the common affidavit, Mr. Singhi submits that the Petitioner Company in paragraph 3 of its reply has, inter alia, stated that the share exchange ratios have been arrived at by independent valuers, namely, KPMG India Private Limited and that the said share exchange ratio has ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... airs of the Transferor Company, has not been conducted in a manner prejudicial to the interest of its members or to the public interest. In respect of the observations made by the Official Liquidator in paragraph 17 of the report, the said company has filed an affidavit dated 22.3.2016, ensuring compliance in respect of the same. In respect of the observations made at paragraph 18 of its report, Mr. Singhi submits that the Scheme nowhere prescribes absolving the statutory liability of the Transferor Company. He further contended that the said aspect is stated on affidavit in paragraph 5. 16. Considering the entire facts and circumstances of the case and on perusal of the Scheme and the proceedings, it appears that the requirements of the p ..... X X X X Extracts X X X X X X X X Extracts X X X X
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