9911796707
TMI Blog2021 (9) TMI 333X X X X Extracts X X X X X X X X Extracts X X X X ..... NG PRIVATE LIMITED, being the Applicant No. 5 above named ("Transferor Company No. 4" or "Applicant No. 5") and KPJ ESTATES PRIVATE LIMITED, being the Applicant No. 6 above named ("Transferor Company No. 5" or "Applicant No. 6") with JJ AUTOMOTIVE PRIVATE LIMITED being the Applicant No. 1 above named ("Transferee Company" or "Applicant No. 1") whereby and where under the Transferor Companies are proposed to be amalgamated with the Transferee Company from the Appointed Date, 01st April, 2020 in the manner and on the terms and conditions stated in the said Scheme of Amalgamation ("Scheme"). 2. It is submitted by Ld. counsel appearing for the Applicants that the Applicant No. 4 is an NBFC Company duly Registered with Reserve Bank of India. 3. It is submitted by Ld. counsel appearing for the Applicants that the Applicants have the following classes of shareholders and creditors:- a. APPLICANT NO. 1 Number of EQUITY SHAREHOLDERS : 127 as on 24th March, 2021 Number of PREFERENCE SHAREHOLDERS : NIL Number of SECURED CREDITORS : 3 as on 28th February, 2021 Number of UNSECURED CREDITORS : 955 as on 28th February, 2021 b. APPLICANT NO. 2 Number of EQUITY SHAREHOLDERS : 4 as o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... y shareholders of the Applicant No. 2 to Applicant No. 6 and Unsecured Creditors of Applicant No. 2 to Applicant No. 4 and Applicant No. 6 who have already given their consent to the Scheme. 10. Directions are sought accordingly for convening of meetings of the Equity Shareholders of Applicant No. 1, Secured Creditors of Applicant No. 1 and Applicant No. 6 and Unsecured Creditors of Applicant No. 1 to consider the Scheme under Section 230(1) read with Section 232(1) of the Act. 11. Upon perusing the records and documents in the instant proceedings and considering the submissions made on behalf of the Applicants, we allow the instant application and make the following orders:- a. Meetings dispensed: Meeting of Equity Shareholders of the Applicant No. 2 to Applicant No. 6 for considering the Scheme are dispensed with in view of all shareholders of Applicant No. 2 to Applicant No. 6 having given their consent to the Scheme by way of affidavits. Meeting of Unsecured Creditors of Applicant No. 2 for considering the Scheme are dispensed with in view of consent given by way of affidavits by the Unsecured Creditors representing 90.65% in value of Unsecured creditors of Applicant No ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... documents required to be sent with the same, including a copy of the said Scheme, statement prescribed under the provisions of the Act disclosing necessary details and the prescribed form of proxy, shall be sent to shareholders of the Applicant No. 1, Secured Creditors of Applicant No. 1 and Applicant No. 6 and Unsecured Creditors of Applicant No. 1 as per Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, by post or air mail or courier or email or through personal messenger at their respective or last known addresses. In the event the Company has website, the said notices along with accompanying documents shall also be posted on the websites of the Applicants. h. Chairperson: Mr. Uttam Sharma, Advocate (Mobile : 7003857224) is appointed as the Chairperson of the meeting(s) to be held, as aforesaid. The Chairperson shall be paid a consolidated sum of Rs. 60,000/- for conducting the aforesaid meeting(s) as Chairperson. i. Scrutinizer: Ms. Ankita Baid, Advocate (Mobile No. 9874266226) is appointed as the Scrutinizer of the meeting(s) to be held, as aforesaid. The Scrutinizer shall be paid a consolidated sum of Rs. 50,000/- for acting as Scrutin ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d Applicant Company not later than 48 (forty eight) hours before the time for holding such meeting. o. That the Chairperson appointed for the said meeting(s) or any person authorized by the Chairperson do issue and send the notices of the aforesaid meeting(s). p. The votes cast shall be Scrutinized by the Scrutinizer. The Scrutinizer shall prepare and submit the respective reports on the meeting(s) along with all papers relating to the voting to the Chairperson of the meeting(s) within 3 days of the conclusion of the meeting(s). The Chairperson shall declare the results of the meetings after submission of the reports of the Scrutinizer. q. The value of each Creditor and shareholder shall be in accordance with the books and records of the Applicants as on 14th August, 2021 and, where entries in the books are disputed, the chairperson shall determine the value for purposes of the said meeting(s). r. The resolution for approval of the Scheme of Amalgamation put to a meeting shall, if passed by a majority in number representing three-fourths in value of the Shareholders/creditors casting their votes, as aforesaid, shall be deemed to have been duly passed on the date of such mee ..... X X X X Extracts X X X X X X X X Extracts X X X X
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