2012 (9) TMI 1253

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..... Scheme of Amalgamation is filed along with the Application. The registered offices of the Applicant/Transferor Company No. 1, the applicant/transferor Company No. 2 and the Applicant/Transferee Company are situated within the National Capital Territory of Delhi and are within the jurisdiction of this Court. 2. Details with regard to the date of incorporation of the Applicant Companies, their authorized, issued, subscribed and paid up capital have been given in the Application. 3. Copies of the Memorandum and Articles of Association as well as the latest audited Annual Accounts for the year ending 31st March 2011 of the Applicant Companies and the Non Applicant Companies have been enclosed with the Application. 4. Learned Senior counsel .....

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..... equity shareholders of the Applicant/Transferor Company No. 1, the requirement of convening the meeting of equity shareholders of the Applicant/Transferor Company No. 1 is dispensed with. 8. In view of the written consents/NOC given by all the equity shareholders and preference shareholders of the Applicant/ Transferor Company No. 2, the requirement of convening the meeting of equity shareholders and preference shareholders of the Applicant/Transferor Company No. 2 is dispensed with. 9. In view of the written consents/NOC given by all the equity shareholders of the Applicant/Transferee Company, the requirement of convening the meeting of equity shareholders of the Applicant/Transferee Company is dispensed with. 10. The Applicant Companie .....

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..... cant Companies are cyclic in nature and the Applicant Companies are meeting such obligation in the ordinary course of business. In terms of the Scheme, there is no variation in the rights of the Unsecured Trade/Sundry Creditors and there is no variation in the amounts owed to such Unsecured Trade/Sundry Creditors. The Applicant/Transferee Company in terms of the Scheme shall be taking over all the liabilities of the Applicant/Transferor Company No. 1 and the Applicant/Transferor Company No. 2 and undertakes to meet and discharge the same in terms of Clauses 3.2.2 (iii) and 4.2.2 (iii) of the Scheme. The Applicant Companies undertake to issue notice of the Confirmation Petition to all the Unsecured Trade/Sundry Creditors at the Petition stag .....

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