9911796707
TMI Blog2017 (6) TMI 740X X X X Extracts X X X X X X X X Extracts X X X X ..... ingly allowed as disposed of. The Petitioner Company shall comply with the conditions as mentioned in the communication dated 22.03.2017 from RBI, DNBS, Kolkata. The petitioner is hereby directed to file with the Registrar of Companies, West Bengal, a certified copy of the order of this Bench in the prescribed e-form together with a printed copy of the altered Articles of Association as also with requisite fee within a period of 15 days in terms of the provision of section (2) of section 14 of the Companies Act, 2013 read with Rule 161 of NCLT Rules, 2016 - CO. PETITION NO. 47 of 2017 - - - Dated:- 9-5-2017 - Shri V. P. Singh, And S. Vijayaraghavan, JJ. For The Petitioner : Ms. Kiran Sharma ORDER Vijai Pratap Singh, Jud ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ere are 7(seven) shareholders holding 44,17,450 equity shares of ₹ 10/- each. The Board of Directors of the petitioner Company has passed a resolution at the meeting of the Board on 23.05.2016, approving the proposed alteration of the Articles of Association of the Company and decided to call an EOGM of the Members of the Company, on 14.06.2016 to obtain consent on this line. After due notice to the members, EOGM has been called and held on 14.06.2016. A Special Resolution has been passed at the said EOGM pursuant to the section 13 14 of the Companies Act, 2013 and other applicable provisions and rules made thereunder, for conversion of the Company into a Private Limited Company and the name of the Company be changed from Kasturi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... gal, in Form No. MGT-14 on 16.06.2016, which is stated to have been approved by the said Registrar on 17.06.2016. A copy of the Petition has been sent by the Company through its Pr. CS to the (i) Registrar of Companies, West Bengal (ii) Regional Director, Eastern Region and; (iii) the General Manager, Reserve Bank of India, Department of Non-Banking Supervision at Kolkata, on 02.02.2017. 4. As per direction of this Bench passed on 24.02.2017, the Company has filed its Affidavit dated 10.03.2017, stating that the advertisement has been published once in English in The Business Standard on 09.03.2017 and once in Bengali Aajkal on 09.03.2017. 5. The matter was listed on 29.03.2017 when Ms. Kiran Sharma, Pr. CS, appearing for and on b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... prayer for approval of the proposed conversion of the said Company from Public Limited Company to Private Limited Company may be accorded, as sought to be effected by the Special Resolution passed on at the EOGM held on 14.06.2016. 6. The section 14 of the Companies Act, 2013 which came into force w.e.f. 01.06.2016 prescribes that a Company either a Public Limited Company or a Private Limited Company may, by a Special Resolution, alter its articles including alterations having the effect of conversion, if such conditions contained in its memorandum and also subject to the provisions of the Act. Such alteration, for the purpose of the said section, has the effect of conversion of a public company into a private company. Second proviso to ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n of conversion from Public to Private status; the Company does not have any creditors as on 01.12.2016 and a list of Nil Creditors/debenture holders as on 01.12.2016 has been filed along with the affidavit affirmed by two Directors of the Company on 24.01.2017; the notice has been issued to the Regional Director, Eastern Region as also to the Registrar of Companies, West Bengal on 02.02.2017; the Company has not received any objection either from its members, Creditors or from any persons with regard to the proposed status of the Company; all the seven members of the Company attended the EOGM on 14.06.2016 as shown in the Minutes of the Proceedings and approved the Special Resolution passed at the said Meeting and that the Reserve Bank of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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