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2016 (9) TMI 1403

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..... nsider and approve, with or without modification, the proposed Scheme of Amalgamation of Avenir Finvest & Leasing Private Limited (hereinafter referred to as transferor company no.1), Buxom Fincap Private Limited (hereinafter referred to as transferor company no.2) and Master-Piece Investment Private Limited (hereinafter referred to as transferor company No.3) with Signatureglobal (India) Private Limited (hereinafter referred to as the Transferee Company).  2. The Transferor companies no.1 to 3 are hereinafter jointly referred to as the "Transferor Companies". Transferor companies and the Transferee Company are hereinafter, jointly referred to as "Applicant Companies". 3. The registered offices of the Applicant companies are situate .....

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..... Company was originally incorporated under the provisions of Companies Act, 1956 on 28.03.2000, under the name and style of Ridisha Marketing Pvt. Ltd. and a Certificate of Incorporation was duly issued with respect to the same by the Registrar of Companies, National Capital Territory of Delhi and Haryana. However, subsequently the transferee company changed its name to Signatureglobal (India) Private Limited, with effect from 20.01.2014, and a certificate in this regard was issued by the Registrar of Companies, NCT of Delhi & Haryana at New Delhi.The authorized share capital of the transferee company as on 31.03.2015 is Rs. 1,00,00,000/-, divided into 10,00,000 equity shares of Rs. 10/- each. The issued, subscribed and paid-up share capital .....

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..... mpanies Act, 1956) are pending against the applicant companies.  11. The Board of Directors of the applicant companies in their separate meetings held on 30.06.2016 have unanimously approved the proposed Scheme. Copies of the Resolutions passed at the meetings of the Board of Directors, of the applicant companies, have been placed on record.  12. Transferor company no.1 has 7 equity shareholders. All the equity shareholders have given their consents/no objections in writing to the proposed Scheme. Their consents/ no objections have been placed on record. They have been examined and found in order. In view thereof, the requirement of convening the meeting of the equity shareholders of Transferor company no.1 to consider and, if t .....

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..... consents/no objections in writing to the proposed Scheme. Their consents/ no objections have been placed on record. They have been examined and found in order. In view thereof, the requirement of convening the meeting of the equity shareholders of the Transferor company no.3  to consider and, if thought fit, approve, with or without modification, the proposed Scheme is dispensed with.  18. Transferor company no.3 has no secured creditor. Therefore, the question as to convening a meeting or dispensing with the requirement of the same does not arise. 19. Transferor company no.3 has one unsecured creditor who has given its consent/no objection in writing to the proposed Scheme. The consent/ no objection has been placed on record. .....

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