TMI Blog2017 (2) TMI 1130X X X X Extracts X X X X X X X X Extracts X X X X ..... ements in accordance with law. A certified copy of this order, sanctioning the proposed scheme, be filed with the ROC, within thirty (30) days of its receipt. - CO.PET. 973/2015 - - - Dated:- 10-2-2017 - MR. SIDDHARTH MRIDUL J. Mr. Ashish Midha, Advocate for the Petitioner. Ms. Aparna Mudiam, Asst. ROC for RD. Mr. Rajiv Bahl, Advocate for the OL. JUDGMENT SIDDHARTH MRIDUL, J. 1. The present petition has been filed jointly, under Section 391(1) to 394 read with Section 100 of the Companies Act, 1956 (hereinafter referred to as the Act ) and the Companies Act, 2013 (to the extent applicable) by AOI International Private Limited (hereinafter referred to as Transferor Company ) and GrapeCity India ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ares of ₹ 100/- each. 7. Copies of Memorandum and Articles of Association of the Petitioner Companies have been filed on record along with Company Application (Main) No. 164 of 2015, which earlier came to be filed by the Petitioner Companies. The audited balance sheets, as on 31.03.2014, of the Petitioner Companies, along with the reports of the auditors, have also been filed alongwith Company Application (Main) No. 164 of 2015 and the same are on record. 8. A copy of the Scheme of Amalgamation has been placed on record and the salient features of the Scheme have been incorporated and set out in detail in the Petition. It has been stated on behalf of the Petitioner Companies that the proposed scheme will result in formation ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the meetings of the Board of Directors of the Petitioner Companies have been placed on record along with Company Application (Main) No. 164 of 2015. 12. The petitioner companies had earlier filed Company Application (Main) No. 164 of 2015 seeking directions of this court to dispense with the requirement of the convening the meetings of their equity shareholders, secured and unsecured creditors. By way of order dated 06.11.2015, this Court allowed the application and dispensed with the requirement of convening and holding the meetings of equity shareholders of the Petitioner Companies, secured and unsecured creditors of the Transferee company, (there being no secured creditors and unsecured creditors of the Transferor Company) to consid ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nt of sanction to the proposed scheme. 17. It has been noted that no objections have been received to the proposed scheme from any other party. The Transferee Company vide affidavit dated 20.04.2016, filed by its authorized representative, has averred that the Petitioner Companies have not received any objection to the Scheme pursuant to publication of citations in the newspapers. 18. Considering the approval accorded by the shareholders of the Transferor Company and shareholders, secured and unsecured creditors of the Transferee Company to the proposed scheme; the affidavit filed by the Regional Director, Northern Region and the report filed by the Official Liquidator, not raising any objection to the proposed scheme, there appea ..... X X X X Extracts X X X X X X X X Extracts X X X X
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