9911796707
TMI Blog2016 (2) TMI 1128X X X X Extracts X X X X X X X X Extracts X X X X ..... learned advocate for the applicant Company. Submissions are made (i) praying for dispensation of the meeting of the Unsecured Creditors of the applicant Company; and (ii) seeking directions for convening separate meetings of the Equity Shareholders and Secured Creditors of the applicant Company. 3. It has been submitted vide Paragraph13 of the affidavit in support of the Judges' Summons, that the rights and interests of the Unsecured Creditors of the applicant Company shall not be affected in any manner as a result of the proposed Scheme. The proposed Scheme does not envisage any arrangement or compromise with the creditors of the applicant Transferee Company. The Transferor Company as well as the applicant Transferee Company are profi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... E'. It has been pointed out that no shares are being issued and allotted by the said Company pursuant to the proposed Scheme, to any of the Promoter/ Promoter Group, Related Parties of Promoter/ Promoter Group, Associates of Promoter/ Promoter Group, Subsidiary/(s) of Promoter/ Promoter Group of the listed Company, the compliance of clause 5.16(a) of SEBI Circular No.CIR/CFD/DIL/5/2013 dated February 4, 2013 read with SEBI Circular No.CIR/CFD/DIL/8/2013 dated May 21, 2013 is not necessary for the applicant Company. The applicant Company has already submitted the requisite Undertaking and the Auditor's certificate to the SEBI. A copy of the same is also placed on record as Exhibit' F'. In light of the above facts and circums ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... areholders and Secured Creditors with their names and addresses shall be placed on record by the applicant Company. A certificate shall be obtained from the Postal Department confirming the total number of dispatches so made. (iii) That at least 21 clear days before the meetings to be held as aforesaid, Notice convening the said meetings, indicating the day, the date, the place and the time as aforesaid be published, stating that copies of the Scheme of Arrangement, the Explanatory Statement required to be furnished pursuant to Section 393 of the Companies Act, 1956 and Form of Proxy can be obtained free of charge at the Registered Office of the applicant Company and/or its Advocate's Office, that is, 301, Shivalik10, Opp. SBI Zonal O ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... led with the applicant Company at its registered Office at Ahmedabad, not later than 48 hours before the said meeting. (viii) That the value of the vote of each Equity Shareholder of the Company shall be as per the entries in the Registers of the Company and that of the creditors as per the entires in the books of accounts of the applicant Company and where the entries in the records or registers are disputed, the Chairman of the meetings shall determine the value or number for the purpose of the meetings and his decision in that behalf would be final. (ix) That the Chairman shall report to this Court, the result of the said meetings within 14 (Fourteen) days of the conclusion of the meetings and the said Report shall be verified by his ..... X X X X Extracts X X X X X X X X Extracts X X X X
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