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TMI Blog2021 (12) TMI 1112X X X X Extracts X X X X X X X X Extracts X X X X ..... Pahwa, Learned Senior Counsel ORDER Dr. Deepti Mukesh, Member (J) 1. The present joint Application is filed under Section 230-232 with other applicable provisions of the Companies Act, 2013 (hereinafter referred to as the Act ) and read with of the Companies (Compromise, Arrangement, and Amalgamations) Rules, 2016. The proposed Composite Scheme of Amalgamation is between Neuation Technologies Private Limited (For brevity - Transferor Company) with Accumax Lab Devices Private Limited (For brevity - Transferee Company) and their respective Shareholders and Creditors. 2. Affidavits in support of the above application have been sworn by Bhupendra Shah on behalf of both the applicant companies being the authorized representative ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on 15th May 2009, under the provisions of the companies Act, 1956, with the ROC, Ahmedabad, Gujarat. The Registered office of the Company is situated at Block No. 228/1/4, Dantali Industrial Owners Association, Dantali, Kalol, Gujarat- 382725. The Authorised Share Capital of the Transferee Company is ₹ 10,50,00,000/- which is divided into 1,05,00,000 Equity shares of ₹ 10/- each. The Issued, Subscribed and Paid-up Share Capital of the Company is ₹ 9,25,41,680/- which is divided into 92,54,168 equity shares of ₹ 10/- each. 7. The transferee company is engaged in the business of manufacture, appliances used in medical, surgical, dental or veterinary sciences and sight testing, testing equipment, diagnostic equipment ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ies are pending under the Companies Act, 1956/2013. 13. With respect to the Transferor Company, it is stated that: a) There are 5 equity shareholders and certificate from Chartered Accountant certifying list of shareholders is annexed and all equity shareholders have given their consent by way of affidavits for the proposed composite scheme of amalgamation. The copies of the consent affidavits of all equity shareholders are annexed with the application. Hence, the company is seeking dispensation for holding/convening the meeting of equity shareholders. b) There is 1 secured creditor and certificate from Chartered Accountant certifying list of the secured creditor is annexed. The secured creditor has given consent by way of affid ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... plication. In view of the same, the question of holding the meeting of creditors does not arise. 15. Taking into consideration the submissions and the documents filed therewith, we issue the following directions: i) In relation to the Transferor Company: a. With respect to Equity Shareholders: Convening of the meeting of equity shareholders of the company is hereby dispensed with. b. With respect to Secured Creditors: Convening of the meeting of a secured creditor of the company is hereby dispensed with. c. With respect to Unsecured Creditors: Convening of the meeting of unsecured creditors of the company is hereby dispensed with. ii) In relation to the Transferee Company: a. With respect to E ..... X X X X Extracts X X X X X X X X Extracts X X X X
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