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TMI Blog2021 (12) TMI 1240X X X X Extracts X X X X X X X X Extracts X X X X ..... nsents received by the Companies from their shareholders, the meetings of Equity shareholders of both the applicant companies be dispensed with. b) Considering the consents received by the Companies from their creditors, the meetings of creditors of both the applicant companies be dispensed with. c) It is prayed that necessary directions be given as to the notice to be given to the sectorial regulators or authorities as required under Section (5) of Section 230 of the Act. d) To sanction the proposed Scheme of amalgamation of the Transferor Company with the Transferee Company whereby all the properties, assets, rights and claims whatsoever of the Transferor Company with its entire undertaking together with all rights and obligations relating thereto are proposed to be transferred to and vest in the Transferee Company on terms and conditions as fully stated in the Scheme of Amalgamation. e) To permit the amalgamation of both the Companies in accordance with the provision of the Act and in the greater interest of both the Companies. f) To permit filing of application by the Petitioners for second motion for sanctioning of the Scheme of Amalgamation. g) To pass such ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... without any further act or deed in Transferee Company and accordingly the same shall pursuant to Section 232 (1) of the Companies Act, 2013 be transferred to and be vested in the Transferee Company for all the estates and interest of Transferor Company subject never the less to all charges, now affecting the same. 4.5. All the liabilities and duties of Transferor Company be transferred without further act or deed and accordingly the same shall pursuant to Section 232 (1) of the Companies Act, 2013 be transferred to and become the liabilities and duties of Transferee Company . 4.6. All proceedings and/or suits and/or appeals now pending by or against Transferor Company be continued by or against Transferee Company . 5. The necessary particulars about the Applicants Companies are reproduced below: Sl. No. A Transferor Company CACHAR ISPAT PRIVATE LIMITED (CIPL) A1 A2 Shares Objects of Company (In Brief) Authorized Share Capital of ₹ 50,00,000/- (Rupees Fifty lakhs Only) and Issued, Subscribed and Paid-up Capital of ₹ 34,74, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ransferee Company: TRANSFEROR COMPANY: Name DIN Address Designation Date of appointment Gulab Devi Surana 00384469 12, M.S Road, Fancy Bazar, Guwahati-781001, Assam DIRECTOR 17/03/2018 Rajesh Choraria 02676034 Arihant, Ward No- 23, Central Road, Silchar, Cachar, Assam-788001 DIRECTOR 31/10/2009 TRANSFEREE COMPANY: Name DIN Address Designation Date of appointment Rakesh Kumar Surana 00375068 12, M.S Road, Fancy Bazar, Guwahati-781001, Assam DIRECTOR 15/07/1986 Gulab Devi Surana 00384469 12, M.S Road, Fancy Bazar, Guwahati-781001, Assam DIRECTOR 23/04/2018 Rajendra Choraria 0038 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... shareholders of the Transferor Company verified by an Affidavit are annexed and marked as ANNEXURE 10 . 12. It is further submitted that: Both the Petitioners have obtained consents in the form of affidavits from their respective creditors approving the Scheme of Amalgamation and consented to dispensing with the holding of the Creditors meeting for approval of the Scheme. It is declared by the Petitioners that the consent received is in compliance of requirements of Section 230 (9) of the Companies Act, 2013 i.e. more than 90% of the creditors due. The consents received in the form of affidavits from the creditors supported with the calculation of requisite consents of the Transferor Company verified by an Affidavit are annexed and marked as ANNEXURE 12 . The consents received in the form of affidavits from the creditors supported with the calculation of requisite consent of the Transferee Company verified by an Affidavit have been annexed and marked as ANNEXURE 13 . 12.1. The Affidavit identifying the shareholders of Transferor Company together with list of shareholders as per the latest annual return filed with the MCA portal for the financial year 2019-20 and ..... X X X X Extracts X X X X X X X X Extracts X X X X
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