TMI Blog2010 (8) TMI 778X X X X Extracts X X X X X X X X Extracts X X X X ..... Parties. JUDGMENT 1. This company petition is filed under sections 78, 100 and 101 of the Companies Act, 1956, for confirmation of the special resolution passed by the petitioner-company in its extraordinary general body meeting held on February 12, 2009, for reducing the share capital. 2. The petitioner-company was started with the main object of acquiring by purchase or otherwise and to carry on the business of estate owners, cultivators, planters, growers and manufacturers, etc., to carry on the business of agriculturists, horticulturists, planters, etc., to carry on the business in all their branches of spinning and weaving mills and of spinners, weavers, etc., and to carry on the business of manufacture, import, export, purcha ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ubject to the approval of the hon ble High Court of judicature at Madras and such other approvals as may be required- (a)(i) with respect to fully paid-up 1,24,83,885 equity shares, the paid-up share capital of the company be reduced from Rs. 12,48,38,850 (divided into 1,24,83,885 equity shares of Rs. 10 each) to Rs. 6,24,19,425 (divided into 1,24,83,885 equity shares of Rs. 5 each) and that such reduction be effected by cancelling the paid-up share capital which has been lost or is unrepresented by available assets, to the extent of Rs. 5 per share upon each of the 1,24,83,885 equity shares of Rs. 10 each which have been issued and by reducing the paid-up value of all the shares in the company s paid-up share capital from Rs. 10 to Rs. 5 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... regard to utilisation/adjustment of the paid-up share capital account and share premium account including passing of such accounting entries and/or making such other adjustments in the books of account, as considered necessary to give effect to the above resolution or to carry out such modifications/directions as may be ordered by the High Court of judicature at Madras to implement the aforesaid resolution." 6. By virtue of the said resolution, the petitioner-company has decided to reduce the face value of equity shares of the company from Rs. 10 per equity share to Rs. 5 per equity share and to write-off an amount of Rs.864.53 lakhs out of Rs. 1,290.06 lakhs of share premium account. Consequently, it would result in the reduction of paid ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 9.39 crores. 9. In respect of the first claim made by Bhagyanagar Laboratories, Hyderabad, the claim which was admitted to the extent of Rs. 3,82,054 was paid by way of cheques as it is seen from the receipts (i) for Rs. 89,887 dated January 1, 2010 ; (ii) Rs. 89,887 dated March 1, 2010 ; (iii) Rs. 1,00,000 dated March 12, 2010 ; and (iv) Rs. 1,02,280 dated March 30, 2010. Therefore, the entire claim in respect of the said creditor has been settled. 10. In respect of Vaibhav Plastimoulds P. Ltd., Nagpur, the admitted claim of Rs. 50,000 was settled, as it is seen in the acknowledgment issued by the said creditor dated July 26, 2010. 11. In respect of the claim by Indian Potash Ltd., Bangalore, viz., Rs.6,00,664.52, a reference to the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... measuring about 17.5 grounds together with 6 storied building, for which the valuation report was given by the valuer at Rs. 2,987.95 lakhs as fair market value and Rs. 2,400 lakhs as realisable value. By virtue of the assignment made by the HDFC Bank in favour of the said creditor, the mortgage security over the above the said property also stands assigned. Even though HDFC Bank made a claim against the petitioner-company as on August 31, 2000, for Rs. 3,44,62,144.80, sufficient security is available for the claim of the creditor, Bekae Properties P. Ltd., for Rs. 19.39 crores. 14. The State Bank of Travancore, Asset Recovery Management Branch, Chennai-600 018, in the letter dated August 6, 2010, has also confirmed that the amount due t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... have been considered in proper perspective and the above said claims were settled except the claim of Bekae Properties P. Ltd., as the same was objected to by the petitioner. However, it is seen that by way of assignment from the HDFC Bank, the claim of the creditor Bekae Properties P. Ltd., is fully protected with the immovable property, the value of which has been ascertained through valuers. 18. Taking into consideration all the aspects of the matter, the special resolution of the company dated February 12, 2009, stands confirmed as stated in the minutes of the resolution and thereby the company is permitted to add the words, and reduce the words. However, the confirmation is subject to the condition that the company shall obtain nece ..... X X X X Extracts X X X X X X X X Extracts X X X X
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