9911796707
TMI Blog2018 (1) TMI 1179X X X X Extracts X X X X X X X X Extracts X X X X ..... ough e-form MGT-14. Company has not received any objection either from its members, unsecured creditors or from any persons with regard to the proposed status of the Company; and that all the seven Members of the Company attended the EOGM on 30.08.2017 and approved the Special Resolution passed at the said Meeting. Since all the requisite statutory compliances having been fulfilled, the conversion of the status of the Company from “Public Limited” to “Private Limited” as per Special Resolution passed at the EOGM on 30.08.2017 is hereby approved in the interest of the Company and such change of status of the Company shall not cause any prejudice either to the members or the creditors of the petitioner Company. - CP NO. 144/14(1)/2017 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s of the petitioner Company has passed a resolution at the meeting of the Board on 24.08.2017, approving the proposed alteration of the Articles of Association of the Company and decided to call an extraordinary general meeting (EOGM) of the Members of the Company, on 30.08.2017, to obtain consent on this line. After due notice to the members, EOGM has been called and held on 30.08.2017. A Special Resolution has been passed at the said EOGM pursuant to the section 18 read with sections 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 Greensignal Bio Pharma Limited to Greensignal Bio Pharm ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed. The company is not registered under section 8 of the Companies Act, 2013 and it has neither any secured creditor nor debenture holder. The list of unsecured creditors has been submitted by the company and it is seen that the unsecured credit of ₹ 82,59,152.40 as on 30.09.2017. The Company has made a profit of ₹ 3,55,17,329/- for the financial year 2016-2017. It is felt that the company will be able meet its liabilities toward unsecured credit. The Company has duly filed its Special Resolution with the Registrar of Companies, Chennai, in e-form MGT-14. 3. As per direction of this Bench, the Company has filed its Affidavit, stating that the advertisement has been published once in Trinity Mirror in English on 07.11.2017 a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d by the members of the company through a special resolution passed at the EOGM held on 30.08.2017. (c) The Auditor of the company Viz., Raj and Ravi, Chartered Accountants have certified that the company has complied with the SEBI Rules and also certified that the funds raised through the OFS has been fully refunded to all the applicants by way of unblocking of all the applicants ASBA accounts. (d) There is no investor complaint made to his office against the company. His office has not received any objection from any member or creditor of the company or any other regulators/Government agencies. (e) There is no prosecution has been filed against the company and its Directors. 5. The matter was finally heard on 06.12.2017 when M ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ct except with the approval of the Tribunal which shall make such order as it may deem fit. Rule 68 of the NCLT Rules, 2016 has laid down a procedure for the filing of a petition before the Tribunal for approval to conversion of a status of the Company from Public to Private and vice versa. A company desirous of converting its status is, therefore, required to comply with and follow the requirements as framed under Rule 68 of the NCLT Rules, 2016. 7. Perused the case record and considered the submissions of Shri V. Raj C.A., appearing for the Petitioner. It transpired from records that the Special Resolution for conversion was passed by the Board of Directors of the Company on 24.08.2017 and thereafter, at the EOGM held on 30.08.2017, 6 ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
