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2015 (11) TMI 1686

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..... n this petition filed under the Companies Act, 1956 (for short, 'the Act'), duly supported by affidavits, the petitioner- Companies seek dispensation of the meetings of their Equity Shareholders, Secured and Unsecured Creditors for sanctioning of the Scheme of Amalgamation (Annexure P-1) of Keihin Automotive Systems India Private Limited (Transferor Company/ Petitioner Company I) with Keih .....

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..... subscribed and paid up share capital of the company is ` 4,35,70,000/- divided into 43,57,000 equity shares of ` 10/- each. The authorised share capital of the Transferee Company / Petitioner no. II as on 31.7.2015 is ` 18,50,00,000/- divided into 1,85,00,000 equity shares of ` 10/- each. The issued, subscribed and paid up share capital of the company is ` 18,04,55,440/- divided into 1,80,45,544 .....

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..... er company-II has two (2) equity shareholders. Copy of the certificate to this effect issued by Ashish Karundia & Company, Chartered Accountants is annexed as Annexure P- 13. Both of them have given their consent to the Scheme of Amalgamation, which are at Annexure P-14 (colly). There is no secured creditor of the Transferee Company / Petitioner Company-II. Copy of the certificate to this effect i .....

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..... ner companies in any manner whatsoever. In this view of the aforesaid factual matrix, when all the equity shareholders and unsecured creditors of both the petitioner companies have consented to the Scheme of Amalgamation, convening of their meetings are ordered to be dispensed with. Since there is no secured creditor of both the companies, no meeting is required. First motion petition is dispos .....

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