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TMI Blog2021 (8) TMI 1110X X X X Extracts X X X X X X X X Extracts X X X X ..... ence Shareholder of the Applicant No. 3; to dispense with the meeting of the Secured Creditors of the Applicant Nos. 1 3; to dispense with the meetings of Unsecured Creditors of the Applicant Company Nos. 1, 2 3. 2. Brief facts of the case, as mentioned in the Application, which are relevant to the issue in question, are as follows: (1) M/s. RMZ Infotech Private Limited (hereinafter referred to as Applicant No. 1/Transferee Company No. 1/Transferor Company No. 2) was incorporated on 25.11.2003, as a Private Limited Company, under the Companies Act, 1956, having CIN: U01119AP2003PTC42124, under the name and style Ramanand Agro-Tech Private Limited , with the Registrar of Companies, Andhra Pradesh, Hyderabad. Subsequently, the name of the Applicant No. 1 was changed to Ramanand Infotech Private Limited on 26.08.2004. Further, the name of the Applicant No. 1 was changed to RMZ Infotech Private Limited on 05.12.2005. With effect from 21.12.2006, the registered office of the Applicant No. 1 was shifted from the State of Andhra Pradesh to the State of Karnataka. On Account of this, the CIN has been changed to U01119KA2003PTC041807 and having registered office at The Mille ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... has given no objection for the proposed Scheme. Similarly, 4 (Four) others except 1 (one) have filed an Affidavits, by inter alia stating that they have no objections for the proposed Scheme. (4) Vhavle Company, Chartered Accountants, have issued Certificate dated 12.03.2021, by certifying that there are 128 (One Hundred and Twenty Eight) Unsecured Creditors representing a total debt of ₹ 27,646,164,766/- in Applicant No. 1/Transferee Company No. 1/Transferor Company No. 2 as on 31.01.2021. Accordingly, Shri N. Jayathirtha, Authorised Signatory of Airtron Consulting Engineers Pvt. Ltd., has filed an Affidavit dated 27.02.2021, by inter alia stating that it is Unsecured Creditor of the Applicant No. 1/Transferee Company No. 1, and has given consent for the proposed Scheme; Shri Harakumar G.D., Authorised Signatory of Alufit India Private Limited, has filed an Affidavit dated 01.03.2021, by inter alia stating that it is Unsecured Creditor of the Applicant No. 1, and has given consent for the proposed Scheme; Shri Ashwath Ravi Vikram, Authorised Representative of BSREP III Matallica FPI (DIFC) Limited; has filed an Affidavit dated 14.03.2021, by inter alia stating that it ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... /- in Applicant No. 2/Transferor Company No. 1 as on 31.01.2021. Accordingly, Shri Ashwath Ravi Vikram, Authorised Representative of BSREP III New York FDI I (DIFC) Limited, has filed an Affidavit dated 22.12.2020, by inter alia stating that it is Unsecured Creditor of the Applicant No. 2/Transferor Company No. 1 having an outstanding balance of ₹ 703,66,50,000/- and has given consent for the proposed Scheme. Shri Ashwath Ravi Vikram, Authorised Representative of BSREP III Metallica FPI (DIFC) Limited, has filed an Affidavit dated 14.03.2021, by inter alia stating that it is Unsecured Creditor of the Applicant No. 2/Transferor Company No. 1 having an outstanding balance of ₹ 14,740,000,000/- and has given consent for the proposed Scheme. Similarly, 03 (Three) other Unsecured Creditors except 4 (Four) have filed an Affidavits, by inter alia stating that they have no objections for the proposed Scheme. (9) M/s. RMZ Ecoworld Infrastructure Private Limited (hereinafter referred to as Applicant Company No. 3/Resuiting Company) was incorporated on 13.05.1994, under the Companies Act 1956, having CIN: U45202KA1994PTC015636. Its Authorised Share Capital is ₹ 1,60,00, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rence Shareholder of the Applicant Company for the proposed Scheme. (12) Vhavle Company, Chartered Accountants, have issued Certificate dated 12.03.2021, by certifying that there are 11 (Eleven) Secured Creditors representing a total debt of ₹ 51,186,396,331/- in Applicant No. 3/Resulting Company as on 31.01.2021. Accordingly, Shri Samir Shah, Authorised Representative of the Hongkong and Shanghai Banking Corporation Limited has filed an Affidavit dated 30.06.2021, by inter alia stating that it is Secured Creditor of the Applicant No. 3/Resulting Company, and has given no objection for the proposed Scheme. Accordingly, Kamakhaya Prashad Aggarwal, Authorised Representative of HDFC has filed an Affidavit dated 29.06.2021, by inter alia stating that it is Secured Creditor of the Applicant Company No. 3/Resulting Company, and has given no objection for the proposed Scheme. Similarly, 08 (Eight) others except 3 (Three) have filed an Affidavits, by inter alia stating that they have no objections for the proposed Scheme. (13) M/s. Vhavle Company, Chartered Accountants, have issued Certificate dated 12.03.2021, by certifying that there are 141 (One Hundred and Forty One ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n the Company Application, has further submitted that the Scheme in question is made in the best interests of the Applicant Companies, and their respective Shareholders Creditors. 5. As stated supra, the Companies has followed extant provisions of Companies Act in framing the Scheme in question, which are duly approved by the Board of Directors of the Companies involved. The Statutory Auditors/Chartered Accountants of the Companies have also issued respective Certificates by inter-alia certifying the details of shareholders, creditors, and compliance of accounting treatment as prescribed U/s. 133 of the Companies Act, 2013 with reference to the Scheme in question. The Applicant Companies have disclosed all the material facts relating to the Scheme in question and filed necessary documents along with the Application. Therefore, we are convinced with the case, made out by the Applicants so as to grant relief as sought for, by dispensing with the meeting of Equity Shareholders, Secured and Unsecured Creditors of the Applicant Companies. 6. In the result, C.A. (CAA) No. 33/BB/2021 is hereby disposed of with the following directions: (i) Convening and holding of the meetings ..... X X X X Extracts X X X X X X X X Extracts X X X X
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