9911796707
TMI Blog2017 (1) TMI 1013X X X X Extracts X X X X X X X X Extracts X X X X ..... ivate Limited (hereinafter referred to as 'Transferee Company'), in connection with the Scheme of Amalgamation (hereinafter referred to as 'proposed scheme') between Transferor Company No.1, Transferor Company No.2 and Transferee Company. 2. The Transferor Companies and the Transferee Company are hereinafter, collectively referred to as 'Applicant Companies'. 3. The Registered Offices of the Applicant Companies are situated at New Delhi and thus, fall within the jurisdiction of this Court. 4. The Transferor Company No.1 was incorporated under the Act vide certificate of incorporation dated 17.05.2010, issued by the the Deputy Registrar of Companies, West Bengal. Subsequently, the registered office of the Transferor Company No.1 was trans ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Shares of Rs. 10/each. The Issued, Subscribed and Paid Up Share Capital of the Transferee Company, as on 31.03.2015, is Rs. 34,70,100/-, divided into 3,47,010 Equity Shares of Rs. 10/- each fully paid. 10. A copy of the proposed scheme has been filed and the same is on record. The salient features of the proposed scheme have been set out in detail in the summons for directions to convene meetings under Section 391 of the Act. It has been stated therein, that the proposed scheme will result in pooling of the financial, commercial and other resources of the Applicant Companies leading to economies of scale and reduction of overheads. It has been further stated that with enhanced capabilities and resources at its disposal, the Transferee Com ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Applicant Companies have been filed and the same are on record. 15. The status of the Equity Shareholders, Secured Creditors and Unsecured Creditors of the Applicant Companies and the consents obtained therefrom to the proposed scheme, are set out in a tabular form as hereinunder: Company No. of Equity Shareholders Consents No. of Secured Creditors Consents No. of Unsecured Creditors Consents Transferor Company No.1 7 All NIL N.A. 1 All Transferor Company No.2 7 All NIL N.A. NIL N.A. Transferee Company 15 All NIL N.A. 9 All 16. A prayer has been sought in the present Application for dispensation of the requirement of convening meetings of the Equity Shareholder, Secured and Unsecured Creditors of each of th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... with. 23. The Transferee Company has 15 equity shareholders. All the equity shareholders, have given their written consents/NOC's to the proposed scheme. The said written consents/NOC's have been placed on record. The same have been examined and found in order. 24. In view of the foregoing, the requirement of convening meeting of the equity shareholders of the Transferee Company to consider and, if thought fit, approve, with or without modification the proposed scheme is dispensed with. 25. The Transferee Company has 09 unsecured creditors. All the unsecured creditors have given their written consents/NOC's to the proposed scheme and the same have been placed on record. The said written consents/NOC's have been examined and found in ord ..... X X X X Extracts X X X X X X X X Extracts X X X X
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