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TMI Blog2021 (9) TMI 1160X X X X Extracts X X X X X X X X Extracts X X X X ..... ited ('Applicant Companies'), U/Ss. 230 to 232 of the Companies Act, 2013, and other Applicable provisions of the Companies Act, 2013 R/w. Companies (CAA) Rules, 2016, by inter alia seeking to dispensing the meeting of Equity Shareholders of the Applicant Companies; to direct for convene the meeting of Secured and Unsecured Creditors of the Applicant Companies etc. 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. Embassy Services Private Limited (hereinafter referred to as Applicant No. 1/Transfer or Company No. 1) was incorporated on 28.09.1995 under the provisions of the Companies Act, 1956, having CIN: U85110KA1995PTC0 18887. Its Authorised Share Capital is ₹ 1,01,00,000/- divided into 10,10,000 Equity Shares of ₹ 10/- each and the Issued, Subscribed and Paid-up Share Capital is ₹ 1,01,00,000/- divided into 10,10,000 Equity Shares of ₹ 10/- each fully paid up. Its main objects are inter-alia to carry on the business of providing services in the areas of property management, transition management, accounting management, security services, house-keeping services ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Putluri Co, Chartered Accountants, have issued Certificates dated 24.03.2021, by certifying that there are 02 (two) Equity Shareholders in Applicant Company No. 2/Resulting Company/Transferee Company No. 2 as on 24.03.2021, viz., Embassy Property Developments Private Limited holding 9,999 Equity Shares and Embassy Property Developments Pvt. Ltd., Jointly with Jitendra Virwani holding 1 (One) Equity Share. Accordingly, G. Bhargavi Reddy, Director/Authorised Signatory of Embassy Property Developments Private Limited, has filed an Affidavit dated 29.03.2021, by inter alia stating that the Company is holding 9,999 Equity Shares of ₹ 10/- each and has given no objection for the dispensation of the meeting of Equity Shareholders. Similarly, another Equity Shareholder has also filed an Affidavit with similar declaration for the proposed Scheme of Arrangement. (7) Anji Reddy Putluri Co, Chartered Accountants, have issued a Certificate dated 29.03.2021, by certifying that there is no Secured Creditors in the Applicant Company No. 2/Resulting Company/Transferee Company No. 2 as on 28.02.2021. (8) Anji Reddy Putluri Co, Chartered Accountants, have issued a Certificate d ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... with similar declarations for the proposed Scheme. (11) Anji Reddy Putluri Co, Chartered Accountants, have issued a Certificate dated 29.03.2021, by certifying that there are 21 (Twenty One) Secured Creditors as on 28.02.2021 representing a total debt of ₹ 62,65,62,69,319/-. The Applicant Company No. 3/Transferee Company No. 1 seeks to convene the meeting of the Secured Creditors for the proposed Scheme. (12) Anji Reddy Putluri Co, Chartered Accountants, have issued a Certificate dated 29.03.2021, by certifying that there are 609 (Six Hundred and Nine) Unsecured Creditors representing a total debt of ₹ 23,00,08,67,118/- in the Applicant Company No. 3/Transferee Company No. 1 as on 28.02.2021. The Applicant Company No. 3/Transferee Company No. 1 seeks to convene the meeting of the Unsecured Creditors for the proposed Scheme. (13) M/s. VTV Infrastructure Management Private Limited (hereinafter referred to as Applicant Company No. 4/Transferor Company No. 2) was incorporated on 02.12.2009, under the provisions of the Companies Act, 1956, having CIN:U74140KA 2009PTC051703. Its Authorised Share Capital is ₹ 5,00,000/- divided into 10,000 Class A Equi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 03.2021, have approved and adopted the Scheme of Arrangement. (18) Further, M/s. NSVM Associates, Chartered Accountants, the Statutory Auditors of the Applicant Company Nos. 1 2 have issued a Certificate dated 26th March, 2021, by inter alia stating that the accounting treatment referred to in the Scheme is in compliance with applicable Indian accounting standards notified by the Central Government under the Act, 2013. (19) M/s. HRA Co., Chartered Accountants, the Statutory Auditors of the Applicant Company No. 3, has issued a Certificate dated 26th March, 2021, by inter alia stating that the accounting treatment referred to in the Scheme is in compliance with applicable Indian accounting standards notified by the Central Government under the Act, 2013. (20) The rationale for the Scheme inter-alia simplified management structure, leading to better administration with focused operational efforts, rationalization, standardization and simplification of business process, the elimination of duplication, reduction in multiplicity of legal and regulatory compliances and rationalization of administrative expenses. Simplification of group structure. (21) It is furt ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... (iii) The meeting of the Secured Creditors of the Applicant Company No. 3/Transferee Company No. 1 be convened and held on 04.10.2021 at 10.30 AM through Video Conferencing or Other Audio Visual Means for the purpose of considering and, if thought fit, approving with or without modification(s) the proposed Scheme of Arrangement. The Quorum for the said meeting is 30% of total value of Secured Creditors, either in-person or through representative in view of the Act prescribed three-fourth of the Secured Creditors required for consideration of the Scheme later on. (iv) The meeting of the Secured Creditors of the Applicant Company No. 4/Transferor Company No. 2 be convened and held on 04.10.2021 at 11.00 AM through Video Conferencing or Other Audio Visual Means for the purpose of considering and, if thought fit, approving with or without modification(s) the proposed Scheme of Arrangement. The Quorum for the said meeting is 1 (One), either in-person or through representative. (v) For the aforesaid 03 (three) meetings of Secured Creditors of Applicant Company Nos. 1, 3 4, Shri Naman Jhabakh, Advocate, having address at Holla and Holla, Prestige Nebula, Level 4, Infantr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tiniser shall be ₹ 20,000/- for each meeting. The Notice of the meeting of the Unsecured Creditors of the Applicant Company Nos. 1 2 shall be published in an English Daily The Hindu and in Kannada Daily Udayavani . (ix) The meeting of the Unsecured Creditors of the Applicant Company No. 3/Transferee Company No. 1 be convened and held on 04.10.2021 at 12.30 PM through Video Conference or Other Audio Visual Means for the purpose of considering and, if thought fit, approving with or without modification(s) the proposed Scheme of Arrangement. The Quorum for the said meeting is 30% of total value of Unsecured Creditor, either in-person or through representative in view of the Act prescribed three-fourth of the Unsecured Creditors required for consideration of the Scheme later on. (x) The meeting of the Unsecured Creditors of the Applicant Company No. 4/Transferor Company No. 2 be convened and held on 04.10.2021 at 01.00 PM through Video Conference or Other Audio Visual Means for the purpose of considering and, if thought fit, approving with or without modification(s) the proposed Scheme of Arrangement. The Quorum for the said meeting is 30% of total value of Unsecur ..... X X X X Extracts X X X X X X X X Extracts X X X X
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