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TMI Blog2021 (5) TMI 141X X X X Extracts X X X X X X X X Extracts X X X X ..... having its registered office at Suite 305, Delta Wing, 3rd Floor, Rahja Towers, #177 Anna Salai, Chennai-600002, under section 66 of the Companies Act, 2013 for confirming its reduction of share capital. 3. The main objects of the Company are stated in Clause III (A) of its Memorandum of Association, which is briefly stated as under: To carry on the business of planning, engineering, developing, licensing, manufacturing, producing, fabricating, remodelling, acquiring, purchasing important, exporting, leasing, hiring, letting on hire, exchanging, altering, repairing, maintaining, servicing, distributing, selling, assembling, trading, agency, patenting, dealing and providing technical, advisory, management, supervisory, engineering and support services in connection with any or all types of automobile parts including but not limited to exhaust pumps, catalytic converters, mufflers as well as any and all other components, parts, sub-assemblies, associated functions, services, products, systems and related accessories, equipment, materials, tools, machines, machinery, appliances, apparatus, devices and substances necessary or useful for or in connection with the same. 4. The ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the accounting treatment proposed by the Applicant Company for the proposed reduction of its share capital, as envisaged in paragraph 9 of the Application, is in conformity with the accounting standards prescribed under Section 133 of the Companies Act, 2013. 8. The Learned Counsel for the Applicant Company submitted that the Board of Directors of the Applicant Company thought it fit to reduce the Equity Share Capital which are in excess of the wants of the Applicant and accordingly has recommended for the reduction of the Equity Share Capital and in view of the same, the Board of Directors have at their meeting held on 14.10.2019 decided to reduce the Equity Share Capital of the Applicant Company and in pursuance of the same, the Applicant Company in its Extraordinary General Meeting held on 16.10.2019 has passed a Special Resolution for Reduction of Capital of the Company. Procedure for Reduction of Share Capital Rules, 2016, including any statutory modification, amendment or re-enactment thereof for the time being in force and subject to the confirmation of the National Company Law Tribunal, the consent of the equity shareholders be and is hereby accorded to the following pr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Thirty Four lakhs Six Thousand and One hundred twenty only) equity shares of ₹ 10/- each, reduced from ₹ 7,77,71,31,200/- (Rupees Seven hundred seventy seven Crores seventy one lakhs thirty one thousand and two hundred only) divided into 77,77,13,210/- equity shares of ₹ 101- each. 12. It is seen from the Application and the annexures filed therewith, the shareholders of the Applicant Company has approved the scheme of Reduction of Capital in the Extra ordinary General Meeting held on 16th October, 2019 by way of Special Resolution, passed at this meeting. 13. This Tribunal vide its order dated 17.12.2019, inter alia directed the Applicant Company to give notice of the instant application to the Ministry of Corporate Affairs through the office of the Regional Director and to cause the publication of notice in the prescribed form. 14. The learned Counsel for the Applicant Company has filed the Affidavit of Service before this Tribunal on 27.12.2019 in relation to the directions contained in the aforesaid order. A perusal of the same shows that fact that the Applicant Company had issued a newspaper advertisement on 21.12.2019 in Maalai Sudar (Chennai E ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nt Company as on 30.09.2019. 18. Taking into consideration the application filed by the petitioner company and the documents filed therewith as well as the position of law, the Company Petition is allowed for reduction of the share capital of the Company, as per the directions given hereunder:- 1. In relation to reduction of capital as contemplated it is seen that the reasons for the reduction of capital is stated to be that the capital is in excess of the wants of the Company and the Board of Directors are of the view that the excess capital cannot be profitably utilized in the business of the Applicant Company. 2. In view of the same, this Tribunal is of the view that it is just and proper to confirm the reduction of share capital of the Applicant Company as resolved by the members of the Company by passing a special resolution at Extra-ordinary General Meeting dated 16.10.2019 and by way of the consents in the form of affidavit. This Tribunal also approves the proposed Form of Minutes set out in Paragraph 12 of the Application) 3. Notwithstanding the above, if there is any deficiency found or violation committed qua any enactment, statutory rule or regulation, t ..... X X X X Extracts X X X X X X X X Extracts X X X X
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