TaxTMI 
TaxTMI 
2021 (7) TMI 708
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....anies prayed for direction for holding and convening the meetings of unsecured creditors of applicant companies no. 2 and 4 for the purpose of considering and if thought fit, approving, with or without modification, a Scheme of Amalgamation of Rajkot Machine Tools Private Limited, Kotecha Steel Forge Private Limited, Kusum Casting Private Limited with Kotecha Steel Forge and Cast Industries Private Limited, and their respective Shareholders and Creditors ('the Scheme') with effect from the Appointed Date as mentioned in the Scheme. 2. The registered office of all the Applicant Companies are situated in the State of Gujarat, hence, falls within the jurisdiction of this Tribunal. 3. It is submitted that the Board of Directors of all....
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.... is one secured creditor in applicant company no. 2. The secured creditor has given their consent for the proposed scheme of amalgamation and there are total 22 unsecured creditors to the applicant companies no. 2. IV. There are two equity shareholders to the applicant company no. 3 and all the shareholders have given their consent for the proposed scheme of amalgamation. V. There are two unsecured creditors to the applicant company no. 3 and all the three unsecured creditors have given their consent affidavit for the proposed scheme of amalgamation. There are no secured creditors in the applicant company no. 3 hence meeting of secured creditors is not required to be convened with. VI. There are two equity shareholders to the applican....
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....me of Amalgamation and waving their right to participate in such meeting. Hence, meetings of the Shareholders of all the applicant companies as well as meetings of Secured Creditors of Applicant Company No. 2 and Applicant Company No. 4 and the meeting of Unsecured Creditors of Applicant Company No. 3 are hereby dispensed with. 10. Since there are no Secured Creditors and Unsecured Creditors in Applicant Company No. 1 and no Secured Creditor in Applicant Company 3, question for convening of meetings of Secured Creditors and Unsecured Creditors in Applicant Company 1 and meeting of Secured Creditor in Applicant Company 3 does not arise at all. 11. It is also observed that the present application complies all the requisite criteria of secti....
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....ng the said meetings indicating the day, date and time aforesaid, together with a copy of the Scheme of Amalgamation, a copy of the statement required to be furnished pursuant to Section 102 of the Act read with Section 230 to 232 of the Act and Rule 6 of the Companies (CAA) Rules, 2016 shall be sent to each of the Unsecured Creditors of the Applicant Company 2 and to each of the Unsecured Creditors of Applicant Company 4 at their respective registered or last known addresses either by registered post or speed post or air mail or by courier or by e-mail or by hand delivery. The notices shall be sent to all the Unsecured Creditors of the Applicant Company 2 and Applicant Company 4 with reference to the respective list of creditors as on 31.5....
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....licant Company 4 shall be in accordance with the records or registers as on 31.5.2021 of Applicant Company 2 and Applicant Company 4 and where the entries in the records or registers are disputed as on 31.05.2021, the Chairperson of the meetings shall determine the value, as the case may be, for the purposes of the meetings. x. The Chairperson shall file an affidavit not less than 7 (seven) days before the date fixed for holding of the meetings and to report to this Tribunal that the directions regarding issuance of notices and advertisements of meetings have been duly complied with as per Rule 12 of Companies (CAA) Rules, 2016. xi. It is further ordered that the Chairperson shall report to this Tribunal on the results of the meetings i....