New User   Login      
Tax Management India .com TMI - Tax Management India. Com
Extracts
Home List
← Previous Next →

2015 (5) TMI 832 - DELHI HIGH COURT

2015 (5) TMI 832 - DELHI HIGH COURT - TMI - Application for Scheme of Arrangement under Sections 391(2) and 394 read with Section 100 of the Companies Act, 1956 - Held that:- The Chairpersons of the ordered meetings of the secured and unsecured creditors of the demerged company have filed their reports stating that the meetings were duly convened and re-convened, as directed, and that the Scheme of Arrangement has been approved unanimously by the secured and unsecured creditors of the demerged c .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

on to the Scheme of Arrangement. - Application approved. - COMPANY PETITION NO. 652/2014 - Dated:- 5-5-2015 - SUDERSHAN KUMAR MISRA, J. For The Petitioner : Ms. Malini Sud and Ms. Aditi Sharma, Advocates For The Regional Director : Ms. Aparna Mudiam, Assistant Registrar of Companies JUDGMENT : SUDERSHAN KUMAR MISRA, J. 1. This joint petition has been filed under Sections 391(2) and 394 read with Section 100 of the Companies Act, 1956 by the petitioner companies seeking sanction of the Scheme of .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

na at New Delhi under the name and style of Eros Resorts and Hotels Private Limited. The company changed its name to Eros Resorts and Hotels Limited and obtained the fresh certificate of incorporation on 8th May, 2009. 4. The resulting company was incorporated under the Companies Act, 1956 on 27th February, 2006 with the Registrar of Companies, NCT of Delhi & Haryana at New Delhi. 5. The present authorized share capital of the demerged company is ₹ 2,82,00,00,000/- divided into 3,20,00 .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

; 31,20,00,000/-; 3,00,00,000 10% non-cumulative redeemable preference shares of ₹ 10/- each aggregating to ₹ 30,00,00,000/-; and 19,91,57,050 8.5% non-cumulative redeemable preference shares of ₹ 10/- each aggregating to ₹ 1,99,15,70,500/-.. 6. The present authorized share capital of the resulting company is ₹ 14,05,00,000/- divided into 1,40,50,000 equity shares of ₹ 10/- each. The issued, subscribed and paid-up share capital of the company is ₹ 1,00,0 .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

nt features of the Scheme have been incorporated and detailed in the petition and the accompanying affidavit. It is submitted that the Scheme, inter alia, provides for demerger of the Demerged Undertaking viz. the Hotel known as Hotel Holiday Inn situated on Plot No. 13A, Mayur Vihar, District Centre, Delhi into the resulting company. It is claimed by the petitioners that the proposed demerger will result in independent growth of business of both the companies and at the same time benefit the st .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

y paid up preference shares held by the preference shareholders in the demerged company, they shall be allotted 46.52 preference shares in the resulting company and corresponding preference shares in the demerged company shall stand cancelled. 10. It has been submitted by the petitioners that no proceedings under Sections 235 to 251 of the Companies Act, 1956 are pending against the demerged and resulting companies. 11. The Board of Directors of the demerged and resulting companies in their sepa .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

ured and unsecured creditors of the resulting company and for convening of separate meetings of the secured and unsecured creditors of the demerged company, which are statutorily required for sanction of the Scheme of Arrangement. Vide order dated 29th May, 2014, this court allowed the application and dispensed with the requirement of convening and holding the meetings of the equity and preference shareholders of the demerged company and equity shareholders, secured and unsecured creditors of th .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

ts stating that the meetings were duly convened and re-convened, as directed, and that the Scheme of Arrangement has been approved unanimously by the secured and unsecured creditors of the demerged company, present and voting, in the meetings. 14. The petitioner companies have thereafter filed the present petition seeking sanction of the Scheme of Arrangement. Vide order dated 17th October, 2014, notice in the petition was directed to be issued to the Regional Director, Northern Region. Citation .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

ion, Mr. A. K. Chaturvedi, Regional Director, Northern Region, Ministry of Corporate Affairs has filed his report dated 14th January, 2015. Relying on Clause 4.12(a) of Part-II of the Scheme, he has stated that, upon sanction of the Scheme of Arrangement, all the employees of the demerged company engaged in the Demerged Undertaking shall become the employees of the resulting company without any break or interruption in their services. 16. No objection has been received to the Scheme of Arrangeme .....

X X X X X X X

Extract - Part text only
Click here to Access Full Contents

X X X X X X X

 

 

 

 

 



|| Home || Acts and Rules || Notifications || Circulars || Schedules || Tariff || Forms || Case Laws || Manuals ||

|| About us || Contact us || Disclaimer || Terms of Use || Privacy Policy || TMI Database || Members || Site Map ||

© Taxmanagementindia.com [A unit of MS Knowledge Processing Pvt. Ltd.] All rights reserved.

Go to Mobile Version