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TMI Blog2021 (6) TMI 785X X X X Extracts X X X X X X X X Extracts X X X X ..... tion 133 of the Companies Act, 2013 have been placed on record. Various directions regarding holding and convening of various meetings issued - directions regarding issuance of various SCN also issued - the scheme is approved - application allowed. - Company Application No. CA (CAA)-127 (PB) 2020 - - - Dated:- 19-5-2021 - B.S.V. Prakash Kumar, Actg. President And Hemant Kumar Sarangi, Member (T) For Appearing Parties : Rajeev Goel, Advocate ORDER B.S.V. Prakash Kumar, Actg. President 1. This application has been jointly filed by the Applicant Companies under Sections 230 and 232 of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 and the National Company Law Tr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ares of ₹ 10/- each aggregating to ₹ 2,63,530; and 6,096 (0.01%) Compulsory Convertible Preference Shares of ₹ 10/- each aggregating to ₹ 60,960. 4. It is submitted that the Transferor Company has 7 Equity Shareholders. And 1 Preference Shareholder. It is further represented by the counsel for Applicants that the transferor company has no secured creditor and no unsecured creditors. The Transferor Company is a wholly owned subsidiary of the Transferee Company. 5. The Transferee Company was originally incorporated under the Companies Act, 1956 on 1st May 1995 in the name and style of Info Edge (India) Private Limited in the office of Registrar of Companies, NCT of Delhi and Haryana. Thereafter the company was ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ced on record by the companies. 9. All the applicants have filed their respective Memorandum and Articles of Associations. The applicants have also filed their audited financial statements for the year ending 31.03.2020. 10. All the companies have submitted that no investigation proceedings are pending under the provisions of the Companies Act against any of the applicant company. 11. Further, it has been stated in the application that the Scheme is not prejudicial to the interests of the shareholders, and creditors of the applicant companies. The Scheme will be beneficial to both the applicant companies and their respective shareholders, and creditors. 12. The certificates of statutory auditors of all the applicant companies co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ued. The quorum of the meeting shall be 50 in number in person. v. With respect to secured creditors: Meeting of the secured creditors are directed to be convene on 12.04.2021 at around 03:00 pm via video conferencing with the remote e-voting facilities of the transferee company subject to the notice of the meeting being issued. vi. With respect to unsecured creditors: Meeting of the Un-secured creditors are directed to be convene on 12.04.2021 at around 04:00 pm via video conferencing with the remote e-voting facilities of the transferee company subject to the notice of the meeting being issued. C. Mr. Rajiv Kumar, Advocate (Mobile No. 9910483619) Email id ([email protected]) is appointed as the Chairperso ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hall also be sent along and in addition to the above any other documents as may be prescribed under the Act or rules may also be duly sent with the notice to the Equity Shareholders, Secured Creditors and the Unsecured Creditors. G. That the Applicant Companies shall publish advertisement with a gap of at least 30 days before the aforesaid meetings, indicating that the meeting shall be conducted via video conferencing, the day, date and the time as aforesaid, to be published in Delhi editions of 'Business Standard' both English and Hindi stating the copies of Scheme, the explanatory statement required to be furnished pursuant to Section 230 of the Companies Act, 2013. H. In addition to the public notice, the applicant comp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... made by every creditor of the Applicant Company-II/ Transferee Company entitled to attend the meetings as aforesaid. J. The authorized representative of the Applicant Companies shall furnish an affidavit of service of notice of meetings and publication of advertisement and compliance of all directions contained herein at least a week before the proposed meetings. K. All the aforesaid directions are to be complied with strictly in accordance with the applicable law including forms and formats contained in the Companies (Compromises, Arrangements, Amalgamations) Rules, 2016 as well as the provisions of the Companies Act, 2013 by the Applicants. The application stands allowed in the aforesaid terms. Let the copy of the order ..... X X X X Extracts X X X X X X X X Extracts X X X X
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