2015 (12) TMI 1707

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....mited (Transferor Company No. 1), Atlas Documentary Facilitators Company Private Limited (Transferor Company No. 2) and HDB Financial Services Limited (Transferee Company). It has been submitted that the Transferor Companies have their registered office in Mumbai and have filed separate Applications in the appropriate court for necessary directions. 2. Heard Mr.Rahul Dev, learned advocate for M/s.Wadia Ghandy & Co., on behalf of the applicant Company. 3. Upon reading the affidavit dated December 21,2015, filed in support of the Judges' Summons for directions and other relevant annexures attached in support of the contents of the affidavit filed by the deponent, (Exhibit 'E' being a copy of the proposed Scheme of Arrangement), and consideri....

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....Amalgamation between HBL Global Private Limited (Transferor Company No. 1), Atlas Documentary Facilitators Company Private Limited (Transferor Company No. 2) and HDB Financial Services Limited (Transferee Company). 7. At least 21 clear days before the day appointed for the said meetings to be held, an advertisement convening the same and stating that the said Scheme of Amalgamation and the statement required to be furnished pursuant to Section 393 of the Companies Act, 1956 and the prescribed Form(s) of Proxy can be obtained free of charge at the Registered Office of the Applicant Company or at the office of its advocate, be published once in "Business Standard", English daily and "Financial Express", Gujarati daily both Ahmedabad edition ....

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....he meeting shall have all powers under the Articles of Association of the Applicant Company and under the Companies (Court) Rules, 1959 in relation to conduct of meeting including an amendment to the aforesaid Scheme of Amalgamation or resolutions, if any, proposed at the aforesaid meeting by any person(s). 11. The quorum for the said meeting of the equity shareholders of the Applicant Company shall be 5 (five) equity shareholders present in person or by proxy. 12. The quorum for the said meetings of the Secured and Unsecured Creditor(s) of the Applicant Company shall be 5(Five) Secured and Unsecured Creditor(s) present in person or by proxy in the respective meetings. 13. The voting by proxy be permitted provided that a proxy in the pre....