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TMI Blog2015 (2) TMI 1245X X X X Extracts X X X X X X X X Extracts X X X X ..... - 6-2-2015 - Sudershan Kumar Misra, J. Mr. Rajeev K. Goel, Advocate for the applicant Sudershan Kumar Misra, 1. This application has been filed under Sections 391(1) 394 of the Companies Act, 1956 by the applicant/transferee company seeking directions of this court to dispense with the requirement of convening the meetings of its equity shareholders, secured and unsecured creditors to consider and approve, with or without modification, the proposed Scheme of Amalgamation of M/s. Ganges Concast Industries Limited (hereinafter referred to as the transferor company) with M/s. Salasar Stainless Limited (hereinafter referred to as the applicant/transferee company). 2. The registered office of the applicant/transferee compa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... arge company including elimination of duplicate work, reduction in overheads, better and more productive utilization of human and other resources and enhancement of overall business efficiency. It will enable these companies to combine their managerial and operating strength, to build a wider capital and financial base and to promote and secure overall growth of their businesses. 7. So far as the share exchange ratio is concerned, the Scheme provides that since the transferor company is a wholly owned subsidiary of the transferee company, no shares will be issued by the transferee company pursuant to this Scheme. 8. It has been submitted by the applicant that no proceedings under Sections 235 to 251 of the Companies Act, 1956 are pend ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... arrangement with their shareholders and creditors, hence, consents/no objections of secured and unsecured creditors of the applicant/transferee company are not required to be obtained for the purpose of amalgamation. He, therefore, prays that the requirement of convening and holding the meetings of the secured and unsecured creditors of the applicant/transferee company may kindly be dispensed with. 12. In support of his submission, learned counsel for the applicant placed reliance on the judgment of this court dated 19th January, 2010, in the matter of M/s. Prasneeta Engineering Private Limited Anr. [CA(M)3/2010] wherein in similar circumstances, this court, has dispensed with the requirement of convening and holding the meetings of th ..... X X X X Extracts X X X X X X X X Extracts X X X X
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