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2016 (10) TMI 1363

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..... tion of delay in re-filing the accompanying Company Application. For the reasons stated in the application the same is allowed. The delay in re-filing the accompanying Company Application is condoned. The application is disposed of accordingly. CO. APPL. (M) 139/2016 1. The present first motion application under sections 391-394 of the Companies Act, 1956, (for short Act ) read with Rules 67 to 87 of the Companies (Court) Rules, 1959, has been filed on behalf of Nandos Services India Private Limited (Transferor Company No.1) and Janpath Restaurants Private Limited (Transferor Company No.2), in connection with the Composite Scheme of Arrangement and Amalgamation (for short Scheme ) between Transferor Companies No. 1 to 2 wi .....

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..... -, divided into 3,50,000 equity shares of Rs.10/- each. As on 31.03.2015, the issued, subscribed and paid up share capital of Transferor Company No.1 is Rs.30,75,000/-, divided into 3,07,500 equity shares of Rs.10/- each. 8. Transferor Company No.2 was incorporated on 14.03.2012 under the provisions of the Act. As on 31.03.2015, the authorised share capital of Transferor Company No.2 is Rs.37,00,00,000/-, divided into 3,70,00,000 equity shares of Rs.10/- each. As on 31.03.2015, the issued, subscribed and paid up capital of Transferor Company No.2 is Rs.19,96,04,980/-, divided into 1,99,60,498 equity shares of Rs.10/- each. 9. Copies of the Memorandum of Association and Articles of Association are on record. The latest audited Annual A .....

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..... 23 (being 96% in number and 91% in value) Transferor Company No.2 2 ALL Nil NA 47 42 (being 89% in number) 85% in value) 13. A prayer has been sought, in the present application, for dispensing with the requirement of convening the meetings of the Shareholders and Unsecured Creditors of the Transferor Companies. 14. The Transferor Companies do not have any secured creditors. Therefore the requirement of convening the meetings of secured creditors does not arise. 15. In view of the written consents/NOC given by all the Equity Shareholders of the Transferor Companies, which have been duly placed on .....

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