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2020 (12) TMI 916

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..... e of Amalgamation of Sirius Overseas Private Limited and Pattabhi Agro Foods Private Limited and their respective shareholders. 2. The Counsel for the Applicant Companies submits that the Board of Directors of the Applicant Companies in their respective meetings held on 6th day of January, 2020, approved the Scheme. The Appointed date fixed under the Scheme is 1st day of April, 2019. 3. The Counsel for the Applicant Companies further submits that the First Applicant Company is engaged into the business of Dealers, Agents, Buyers, Sellers, Manufacturers Representatives, whole sellers, retailers, imports and exporters of all kind of food products, vegetable products, Agricultural Products and other allied products etc. The Second Applic .....

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..... 7. That there are 2221 Trade/Sundry Creditors for an amount of ₹ 53,91,70,778/- as on 31.03.2020 in the 1st Applicant/Transferor Company. As on the date of making this application entire amounts were paid off and there are no Trade/Sundry Creditors and hence no need to convene and holding the meetings of the Trade/Sundry Creditors of the 1st Applicant/Transferor Company. 8. That the convening and holding the meeting of the Secured Creditors and Unsecured Creditors of the 2nd Applicant/Transferee Company for the purpose of considering and, if thought fit, approving, with or without modification(s) the proposed Scheme of Amalgamation of the Applicant Companies are dispensed with in view of the consent affidavits given by all the Secu .....

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..... ompany, at their last known address or email addresses as per the records of the Transferee Company. 11. That at least one month before the meetings of the Trade/Sundry Creditors of the Transferee Company to be held as aforesaid, a notice convening the said meeting, indicating the place, day, date and time of meeting as aforesaid be published and stating that copies of the Scheme and the statement required to be furnished pursuant to Section 230(3) of the Companies Act, 2013 read with Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 and the Form of Proxy can be obtained free of charge at the Registered Office of the said Transferee Company as aforesaid and/or at the office of its Advocates, Mr. Y. Suryana .....

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..... e permitted, provided that a proxy in the prescribed form/authorization duly signed by the person entitled to attend and vote at the meeting, are filed with the 2nd applicant/Transferee Company at its respective registered office, not later than 48 hours before the aforesaid meeting. 18. That the value each Trade/sundry Creditor shall be in accordance with the books or register of the said Transferee Company and where the entries in the books or register are disputed, the Chairman of the meetings shall determine the value for the aforesaid meeting and his decision in that behalf would be final. 19. That Mr. A. Ravi Shankar, Practicing Company Secretary [Contact No. 9848016535], is hereby appointed as Scrutinizer of the meeting of the .....

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