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2012 (12) TMI 1139

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..... , Act ), in connection with the Scheme of Amalgamation{for short, Scheme } between TIRUPATI BUILDPLAZA PRIVATE LIMITED (hereinafter referred to as Transferor/Applicant Company ) and Gupta Promoters Private Limited (hereinafter referred to as Transferee Company ). A copy of the proposed scheme is filed along with the Application. 2. The registered office of the Transferor Company are situat .....

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..... nsferee Company. The two companies are under the same management and control. It is therefore proposed to amalgamate the Transferor Company with the Transferee Company to expand and increase the asset base of the Transferee Company. 7. Learned Counsel for the parties submits that no proceeding under Sections 235 to 251 of the Act is pending against the Applicant Company or the Transferee Compan .....

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..... Details Percentage Details of Consents Gupta Promoters Private Limited , 804A, 8 th Floor, Signature Tower,South City I, Gurgaon Haryana 9,49,999 99.99% Not Required in view of Resolution dated 1.9.2012 of TransfereeCompany (Annexure A-8) .....

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..... 43,12,95,418/- YES, Annexure A-11 2 Sanjay Satpal Associates, F-11, Green Park Extension, New Delhi 1,15,873/- YES, Annexure A-11 10. A prayer has been made for dispensation of the requirement of convening meetings of Shareholders of the Transferor company as the entire iss .....

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..... sought to be dispensed with. 14. Since the aforementioned submissions point to the fact that convening or ordering a meeting of the shareholders of the transferor company and of the unsecured creditors of the company will be a futile exercise as it would be a mere procedural formality involving substantial expenses and while the purpose of convening these meetings stands fulfilled. 15. In .....

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