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TMI Blog2019 (8) TMI 390X X X X Extracts X X X X X X X X Extracts X X X X ..... UDGMENT The present appeal filed against part of the order of the National Company Law Tribunal, Jaipur Bench, Rajasthan (hereinafter referred to as 'Tribunal') dated 7th June, 2019 passed in CA No. 01/230-232/JPR/2019 whereby the Tribunal directed the Applicant Companies viz., Transferor and Transferee Companies to convene meeting of the equity shareholders of the Transferor and Transferee Companies as specified in paragraph- 11 of the impugned order dated 7th June, 2019 as under: 11. Directions for Meetings to be held are issued as under:- Meeting of the equity shareholder of Transferor and Transferee companies shall be held as specified below: (a) Meeting of the equity shareholder of Transferor No. 1 company at 10:00 A.M. on 09.08 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... up for hearing on 03.01.2019 before the Tribunal and the Tribunal directed the Appellants to file Memorandum of Association ('MOA'), Articles of Association ('AOA') and Consent Letters of shareholders of the Transferor and Transferee Companies. In compliance thereof the Appellants filed the said documents vide diary no. 145/2019 on 24.01.2019. The Appellants also filed Consent Letters of the Creditors on 28.02.2019 vide diary no. 354/2019. 4. While matter stood thus, the grievance of the Appellants is that the Tribunal did not consider the Consent Letters of the shareholders filed vide diary no. 145/2019. However, the Tribunal allowed the Consent Letters of the Secured Creditors which was filed on 28.02.2019 and in considering the same, th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nt affidavit have been obtained and is placed on record. It is also represented that Transferor No. 1-9 companies has no secured Creditor. Therefore, the necessity of convening and holding a meeting to consider and if thought fit, the approval of the scheme is dispensed with. (iii) With respect to Unsecured Creditors: Since it is represented by the Transferor Companies that there are no unsecured Creditor in the Transferor No. 1-9 Companies, therefore, their meetings are not required to be called for and in relation to Transferor No. 10 Company there are 17 unsecured creditors, it is seen that consent affidavits of 6 unsecured creditors (having 96.83% in value terms) are available as filed by the Applicant Company. Therefore, the necess ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sity of convening and holding a meeting to consider and if thought fit, the approval of the scheme is dispensed with. 6. The Appellants submit that the individual Consent Letters given by the shareholders (Transferor and Transferee Companies) have already been filed vide diary No. 145/2019, however, the Tribunal failed to consider the documents (Consent Letters of the shareholders). 7. Be that as it may, the present appeal has been filed by the Appellants on 03.07.2019 along with separate Paper Book vide Dy. No. 12856 dt. 03.07.2019 containing the Consent Letters of the individual shareholders of Transferor and Transferee Companies wherefrom it is evident that the Appellants filed the Consent Letters of more than 90% equity shareholders o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... onsideration the Consent Affidavits filed by them expressing their 'no objection' for amalgamation of Transferor Companies with the Transferee Company. 12. In view of the aforesaid reasons, we are of the considered view that the Appellant (Transferor and Transferee) Companies have complied with the requirements to consider and approve the Scheme of amalgamation and having satisfied with the documents filed by the Appellants, we dispense with the convening of meetings of the equity shareholders of the Transferor and Transferee Companies as directed by the Tribunal in the impugned order dated 07.06.2019. 13. Accordingly, the impugned order of the Tribunal dated 07.06.2019 whereby it directed to the Transferor and Transferee Companies to con ..... X X X X Extracts X X X X X X X X Extracts X X X X
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