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TMI Blog2019 (5) TMI 1808X X X X Extracts X X X X X X X X Extracts X X X X ..... les, 2016 (for brevity 'The Rules') in relation to the Scheme (for brevity the "SCHEME") proposed between the applicants. 2. An Affidavit in support of the application sworn for and on behalf of all Applicant Companies has been filed by one Ms. Sumati Maharia, Mr. Dalip Nagar and Mr. Satish Kumar Sharma being the authorized representative. 3. It is represented that the Scheme does not contemplate any corporate debt restructuring exercise as contemplated under Section 230(2) of the Act. Learned Counsel has taken us through the averments made in the application as well as the typed set of documents annexed there with. It is further represented that the application filed by the applicants is maintainable in view of Rule 3(2) of the R ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ts on record. In relation to the shareholders, Applicant Company No.3 seeks a direction for convening the meetings for the purpose of obtaining their approval to the proposed Scheme. 7. The above application has been placed before us and this Tribunal proceeds to entertain the same. We have perused the application and the connected documents filed along with the Scheme contemplated amongst the Applicant Companies. 8. Applicant Company No. I was incorporated under the provisions of the Companies Act, 1956. The authorised share capital of the Company is Rs. divided into 1,000,000,000 equity shares of Rs. 10/- each and issued, subscribed and paid-up share capital of the Applicant Company-I is Rs. 4,104,645,610/- divided into 410,464,561 equi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nvening and holding a meeting is obviated. ii. With respect to Secured Creditors: Since it is represented by the Company that there is all Secured Creditors in the Company have placed their consent-affidavits on record, therefore the necessity of convening and holding a meeting is obviated. iii. With respect to Unsecured Creditors: It is represented by the Company that there 47 Unsecured Creditors. Meeting to be held on 06.07.2019 at 11.00 AM at PHD Chamber of Commerce and Industry, PHD House, 4/2, Siri Institutional Area, August Kranti Marg, New Delhi-110016. The Quorum of the meeting shall be 25. B. In relation to the Transferor/ Applicant No. 2: i. With respect to Shareholders: It is represented by the Company that all the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... er of Commerce and Industry, PHD House, 4/2, Siri Institutional Area, August Kranti Marg, New Delhi-110016. The Quorum of the meeting shall be 200. D. In case the Quorum as noted above for the above meetings of the applicant companies are not present, in the meetings, then the meetings shall be adjourned for half an hour, and thereafter, the person present shall be deemed to constitute the quorum. For the purpose of computing the quorum, the valid proxies shall also be considered, if the proxy in the prescribed form, duly signed by the person entitled to attend and vote at the meeting, are duly filed with registered office of the applicant companies at least 48 hours before the meetings. The Chairperson and the Alternate Chairperson appoi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... east 30 clear days before the aforesaid meetings, indicating the day, date, place and time as aforesaid, to be published in the English Daily 'Business Standard' and Hindi Daily 'Jansatta' stating the copies of Scheme, the Explanatory Statement required to be furnished pursuant to Section 230 of the Companies Act, 2013 and the form of proxy shall be provided free of charge at the registered office of the Applicant Companies. I. Voting shall be allowed on the proposed Scheme by voting in person or by proxy, as may be applicable to the respective companies under the Act and rules framed there under. The Chairperson shall be responsible to report the result of the meeting to this Tribunal within two weeks of the conclusion of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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