AI Structured Summary
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Judgment
Particulars,Amount in INR
Authorised Share Capital,
1,50,000 Equity shares of Rs.10/-each","15,00,000/-
Total,"15,00,000/-
Issued, Subscribed and Paid-up Share Capital",
1,00,500 Equity Shares of Rs.10/- each","10,05,000/-
Total,"10,05,000/-
Particulars,Amount in INR
Authorised Share Capital,
1,00,000 Equity shares of Rs.10/-each","10,00,000/-
Total,"10,00,000/-
Issued, Subscribed and Paid-up Share Capital",
93,000 Equity Shares of Rs.10/- each","9,30,000/-
Total,"1,00,000/-
Issued, Subscribed and Paid-up Share Capital",
95,000 Equity Shares of Rs.10/- each","9,50,000/-
Total,"9,50,000/-
Act. It is further represented that the application filed by the applicant is maintainable in view of Rule 3(2) of the Companies (Compromises,",
Arrangements and Amalgamation) Rules, 2016. Learned Counsel also submits that the registered offices of all the Applicant Companies are situated",
within the territorial jurisdiction of this tribunal and fall within the territorial jurisdiction of the Registrar of Companies, NCT, of Delhi & Haryana.",
The appointed date as specified in the Scheme is 1st April, 2019 subject to the directions of this Tribunal.",
The Board of Directors of the Transferor Companies and the Transferee Company vide Board Resolutions passed on 25.11.2019 have,
unanimously approved the proposed Scheme of Amalgamation as contemplated above and copies of board resolutions have also been placed on,
record by the Applicant Companies herein.,
The Certificates of statutory auditors of all the applicant companies, confirming that the accounting treatment in the scheme is in conformity with",
the Companies (Accounting Standards) Rules, 2016 and Generally Accepted Accounting Principles in India (India GAAP) and is in conformity with",
Section 133 of the Companies Act, 2013 have been placed on record.",
We have perused the Application and the connected documents / papers filed along with the Scheme of Amalgamation contemplated amongst the,
Applicant Companies, taking into consideration the joint application and the documents filed therewith, showing compliance of various provisions of the",
Companies Act and the rules framed there under, we propose to issue the following directions with respect to convening and holding of the meetings",
of the Shareholders, Secured and Unsecured Creditors or dispensing with the same as follows: -",
I. Applicant Company No. 1 / Transferor Company,
• With respect to Equity Shareholders,
The Transferor Company has 3 Equity Shareholders and all the shareholders representing 100% of the total value of the Equity Shares of the,
company have given their consent affidavit in favour of the Scheme, hence in terms of Section 230(9) of the Companies Act, 2013, the necessity of",
convening meeting of the same is dispensed with.,
• With respect to Secured Creditors,
The Transferor Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
• With respect to Unsecured Creditors,
The Transferor Company has 'Four' Unsecured Creditors, hence the necessity of convening a meeting of the Unsecured Creditor is dispensed with.",
II. Applicant Company No. 2 / Transferor Company,
• With respect to Equity Shareholders,
The Transferor Company has 2 Equity Shareholders and both the shareholders representing 100% of the total value of the Equity Shares of the,
company have given their consent affidavit in favour of the Scheme, hence in terms of Section 230(9) of the Companies Act, 2013, the necessity of",
convening meeting of the same is dispensed with.,
• With respect to Secured Creditors,
The Transferor Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
• With respect to Unsecured Creditors,
The Transferor Company has 'Two' Unsecured Creditors, hence the necessity of convening a meeting of the Unsecured Creditor is dispensed with.",
III. Applicant Company No. 3 / Transferor Company,
• With respect to Equity Shareholders,
The Transferor Company has 2 Equity Shareholders and both the shareholders representing 100% of the total value of the Equity Shares of the,
company have given their consent affidavit in favour of the Scheme, hence in terms of Section 230(9) of the Companies Act, 2013, the necessity of",
convening meeting of the same is dispensed with.,
• With respect to Secured Creditors,
The Transferor Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
• With respect to Unsecured Creditors,
The Transferor Company has `Two' Unsecured Creditors, hence the necessity of convening a meeting of the Unsecured Creditor is dispensed with.",
IV. Applicant Company No. 4 / Transferor Company,
• With respect to Equity Shareholders,
The Transferor Company has 2 Equity Shareholders and both the shareholders representing 100% of the total value of the Equity Shares of the,
company have given their consent affidavit in favour of the Scheme, hence in terms of Section 230(9) of the Companies Act, 2013, the necessity of",
convening meeting of the same is dispensed with.,
• With respect to Secured Creditors,
The Transferor Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
• With respect to Unsecured Creditors,
The Transferor Company has 'Two' Unsecured Creditors, hence the necessity of convening a meeting of the Unsecured Creditor is dispensed with.",
V. Applicant Company No. 5 / Transferor Company,
• With respect to Equity Shareholders,
The Transferor Company has 2 Equity Shareholders and both the shareholders representing 100% of the total value of the Equity Shares of the,
company have given their consent affidavit in favour of the Scheme, hence in terms of Section 230(9) of the Companies Act, 2013, the necessity of",
convening meeting of the same is dispensed with.,
• With respect to Secured Creditors,
The Transferor Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
• With respect to Unsecured Creditors,
The Transferor Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
VI. Applicant Company No. 6 / Transferor Company,
• With respect to Equity Shareholders,
The Transferor Company has 2 Equity Shareholders and both the shareholders representing 100% of the total value of the Equity Shares of the,
company have given their consent affidavit in favour of the Scheme, hence in terms of Section 230(9) of the Companies Act, 2013, the necessity of",
convening meeting of the same is dispensed with.,
• With respect to Secured Creditors,
The Transferor Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
• With respect to Unsecured Creditors,
The Transferor Company has 'Three' Unsecured Creditors, hence the necessity of convening a meeting of the Unsecured Creditor is dispensed with.",
VII. Applicant Company / Transferee Company,
• With respect to Equity Shareholders,
The Transferee Company has 2 Equity Shareholders and both the shareholders representing 100% of the total value of the Equity Shares of the,
company have given their consent affidavit in favour of the Scheme, hence in terms of Section 230(9) of the Companies Act, 2013, the necessity of",
convening meeting of the same is dispensed with.,
• With respect to Secured Creditors,
The Transferee Company has 'NIL' Secured Creditor, hence the necessity of convening a meeting of the Secured Creditors is obviated.",
• With respect to Unsecured Creditors,
The Transferee Company has 'Five' Unsecured Creditors, hence the necessity of convening a meeting of the Unsecured Creditor is dispensed with.",
The application stands allowed on the aforesaid terms and is disposed of.,