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TMI Blog2022 (1) TMI 218X X X X Extracts X X X X X X X X Extracts X X X X ..... ty "Transferor Company-3") M/S. Sri Shanmugavel Mills Private Limited (for brevity "Transferee Company") with its Shareholders and creditors under section 230-232 of Companies Act, 2013, and other applicable provisions of the Companies Act, 2013 read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 in relation to the Scheme of Arrangement (hereinafter referred to as the "SCHEME") proposed by M/s. Vedha Spinning Mills Private Limited (for brevity "Transferor Company-1") and M/S. Sudhan Spinning Mills Private Limited (for brevity "Transferor Company-2") M/s. Adisankara Spinning Mills Private Limited (for brevity "Transferor Company-3") M/s. Sri Shanmugavel Mills Private Limited (for brevity "Transferee Company") with its Shareholders and creditors. The said Scheme is also annexed as Annexure "G" to the CA/CAA/26(CHE)/2021 2. The Applicant Companies in this Company Application have sought for the following reliefs: (a) Dispensing the meeting of the Equity shareholders of the Transferor and Transferee Companies; (b) Dispensing the meeting of the Unsecured Creditors of the Transf ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rtered Accountants to this effect is placed at page no. 333 to 335 of the typed set filed along with the Application and consent affidavits given by the secured Creditors is placed as annexures of the typed set filed with the application and sought for dispensation with holding of meeting. (iii) There are 59 (Fifty Nine) Unsecured Creditors and the certificate issued by the Chartered Accountants to this effect is placed at page No. 333 to 335 filed along with the application and consent affidavits given by 95.19% is placed at page no. 336 to 353 filed along with the application and sought for dispensation with holding the meeting. 6. ADISANKARA SPINNING MILLS PRIVATE LIMITED (Transferor Company-3) CA/CAA/28(CHE)/2021 (i) There are 13 (Thirteen) Equity Shareholders and the list of shareholders to this effect is placed at page 292 and consent affidavits given by all is placed as page no. 293 to 318 of the typed set filed with the application and sought for dispensation with holding of meeting. (ii) There is 1 (One) Secured Creditor and the certificate issued by the Chartered Accountants to this effect is placed at page no. 319 of the typed set filed along with the Application ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... incorporated under the provisions of Companies Act, 1956 on 16.03.1988. The Authorized Share Capital of the Transferor Company-2 is ₹ 60,00,000/- (Rupees Sixty Lakh Only) consisting of 60,000 (Sixty Thousand Only) Equity Shares of ₹ 100/- each. The Issued, Subscribed and paid-Up Capital of the Company is ₹ 60,00,000/- (Rupees Sixty Lakh Only) consisting of 60,000 (Sixty Thousand Only) Equity Shares of ₹ 100/- each. 11. From the certificate of incorporation filed, it is evident that the Transferor Company-3 is a Private limited company incorporated under the provisions of Companies Act, 1956 on 17.03.1995. The Authorized Share Capital of the Company is ₹ 95,00,000/- (Rupees Ninety Five Lakh Only) consisting of 95,000(Ninety Five Thousand Only) Equity Shares of ₹ 100/- each. The Issued, Subscribed and Paid up Capital of the Company is ₹ 95,00,000 (Rupees Ninety Five Lakh Only) consisting of 95000 (Ninety Five Thousand Only) Equity Shares of ₹ 100/- each. 12. From the certificate of incorporation filed, it is evident that the Transferee Company is a Private limited company incorporated under the provisions of Companies Act, 1956 on 24 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... there are 131 (One Hundred and Thirty One) Unsecured Creditors in the Company on which 92.13% in value of the creditors have given their consents and whose consents by way of Affidavits have been obtained and are placed on record, the necessity of convening and holding the meeting is dispensed with. * In relation M/s. Sudhan Spinning Mills Private Limited (Transferor Company-2) (i) With respect to Equity shareholders: Since it is represented by the Transferor Company-2 that there are 14 (Fourteen) Equity Shareholders in the Company whose consents by way of Affidavits have been obtained from all and are placed on record, the necessity of holding the meeting is dispensed with. (ii) With respect to Secured Creditors: Since it is represented by the Transferor Company-2 that there are 2 (Two) Secured Creditors in the Company whose consents by way of Affidavits have been obtained and placed as annexures on record, the necessity of holding the meeting is dispensed with. (iii) With respect to Unsecured Creditors: Since it is represented by the Transferor Company-2 that there are 59 (Fifty Nine) Unsecured Creditors in the company on which consent from 95.19% in value of Unsec ..... X X X X Extracts X X X X X X X X Extracts X X X X
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