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2015 (5) TMI 1132 - HC - Companies LawScheme of Amalgamation - Transferor Company seeks dispensation of the meetings of its Equity Shareholders, Secured and Unsecured Creditors and the Petitioner Company No.2- Transferee Company seeks dispensation of the meeting of Secured and Usecured Creditors - Held that:- Convening of meetings of the Equity Shareholders, Secured and Unsecured Creditors of the Transferor Company and Secured Creditors of the Transferee Company are ordered to be dispensed with. As no consents of the Equity Shareholders & Unsecured Creditors of the Transferee Company has been obtained and in order to seek their approval to the Scheme of Amalgamation, it is hereby ordered that meetings of the Equity shareholders and Unsecured Creditors of the Transferee Company as scheduled. The meetings shall be conducted in accordance with law and after due notice to all concerned inlcuding public in the newspapers namely “Financial Express” (English) and “Jansatta” (Hindi) both Delhi/ NCR Edition and in the official Gazette of Government of Haryana. Notice of the meetings shall be published at least 21 days before the date of the proposed meetings. On the basis of prayer made by learned counsel for the petitioner, permission is granted to publish a common notice for both the aforesaid meetings. Individual notice be also sent to the Equity Shareholders and Unsecured Creditors of the Petitioner- Transferee Company by ordinary post. The prayer of the Transferee Company to comply with provisions of Clause 5.16 of the SEBI Circular referred above is accepted. The Scheme be put up in the meetings of the Equiry Shareholders and Unsecured Creditors, shall be approved/decided by minimum 75% in value and majority in number of the Equity shareholders and Unsecured Creditors present and voting either in person or thorugh proxy.
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