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2017 (10) TMI 1348 - Tri - Companies LawReduction of the share capital - Held that:- As mentioned by the Applicant Company that the process of reduction of capital has been initiated in Board Meeting dated 05.10.2016 wherein, M/s. P. Pattabiramen & Co., Chartered Accountants were appointed to value the shares of the 1st Respondent Company. Therefore, the SEBI circular dated 10.10.2016 cannot be made applicable retrospectively. It has also been mentioned that on different dates three letters have been sent to NSE i.e., 13.10.2016, 11.11.2016 and 08.12.2016. The company has not received any objections from NSE to the proposed exit offer given. Then, as per the Order of this Bench, private notice was also sent to NSE and SEBI. The soft copy of the above notice was sent by the Applicant Company through e-mail to NSE and reply has been sent by NSE on 18.08.2017 stating that they have no comments to offer. In other words, the reply of the NSE refers that they do not have any objection to the methodology of exit opportunity given by the 1st Respondent Company. In the light of the above, it is quite clear that the proposal for the reduction of the share capital is not contrary to any regulations or the provisions of the Companies Act, 2013. It is not for the court to suspect the correctness or bonafides of the valuation report as long as there is no inherent defect or other vitiating factor in the valuation and it is well settled principle that court must not sit in judgment over the commercial wisdom of Directors. In view of this, the objections raised by the Objectors are devoid of merits, and the same are rejected. Therefore, we allow the Application for reduction of the share capital of the Company. We confirm the reduction of share capital of Applicant Company
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