9911796707
TMI Blog2015 (3) TMI 1429X X X X Extracts X X X X X X X X Extracts X X X X ..... red office of the petitioner company is situated at New Delhi, within the jurisdiction of this court. 3. The petitioner company was incorporated under the Companies Act, 1956 on 9 th February, 2007 with the Registrar of Companies, NCT of Delhi & Haryana at New Delhi. 4. The authorized share capital of the petitioner company, as on 30th September, 2014, was Rs.13,61,52,50,000/- divided into 8,15,50,000 equity shares of Rs.15/- each aggregating to Rs.1,22,32,50,000/-; 1,22,67,00,000 preference shares of Rs.10/- each aggregating Rs.12,26,70,00,000/-; and 12,50,00,000 preference shares of Rs.1/- each aggregating to Rs.12,50,00,000/-. The issued and subscribed share capital of the company was Rs.13,52,73,50,000/- divided into 8,15,50,000 equit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ,00,000 0.001% non-convertible cumulative redeemable preference shares of Rs.10/- each fully paid up aggregating Rs.5,25,00,00,000/-; 3,71,00,000 0.01% non-convertible non-cumulative redeemable preference shares of Rs.1/- each fully paid up aggregating Rs.3,71,00,000/-; 1,55,00,000 0% non-convertible cumulative redeemable preference shares of Rs.10/- each fully paid up aggregating Rs.15,50,00,000/-; and 62,00,00,000 0.002% cumulative non-convertible redeemable preference shares of Rs.10/- each/Rs.6.30 each called up and paid up aggregating Rs.3,90,60,00,000/-. 5. A copy of the Memorandum and Articles of Association of the petitioner company has been filed on record. The audited balance sheet, as on 31st March, 2014, of the petitioner compa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... company has over a period of time shut the operations of the Group in United Kingdom, United States of America, Japan and Australia and restructured its businesses in United Kingdom and South Africa to hold minority stake. It is further submitted that despite these measures, there has been a significant erosion of net worth of Religare Capital Markets International (Mauritius) Limited, which was consequently impacted the balance sheet of the petitioner company. The petitioner company further submitted that the above mentioned factors clubbed with the slowdown in the Indian economy, weakness in domestic currency, concerns over current account deficit, high inflation, low growth projections and geo-political problems during the recent years ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... apital of the petitioner company. Copies of the resolutions passed at the meetings of the Board of Directors of the petitioner company are placed on record. 10. A special resolution has been passed at the Extra Ordinary General Meeting of the equity and preference shareholders of the petitioner company held on 22nd October, 2014 confirming the proposed reduction of the share capital. A copy of the minutes of the special resolution passed at the Extra Ordinary General Meeting is placed on record. 11. Learned counsel for the petitioner company has submitted that the proposed reduction does not involve either diminution of any liability in respect of unpaid share capital or payment to shareholders of any paid up share capital. It is further ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... mulative redeemable preference shares of Rs.1/- each; 1,55,00,000 0% non-convertible cumulative redeemable preference shares of Rs.10/- each; and 62,00,00,000 0.002% cumulative non-convertible redeemable preference shares of Rs.10/- each/Rs.6.30 each called up and paid up, reduced from Rs.10,82,56,00,000/- divided into 8,15,50,000 equity shares of Rs.15/- each/Rs.10/- each called up and paid up; 3,72,00,000 1% compulsorily convertible preference shares of Rs.10/- each; 2,00,00,000 11% non-convertible cumulative redeemable preference shares of Rs.10/- each; 90,00,000 12% non-convertible cumulative redeemable preference shares of Rs.10/- each; 52,50,00,000 0.001% non-convertible cumulative redeemable preference shares of Rs.10/- each; 3,71,00 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... his petition be issued to Reserve Bank of India, Income Tax Department and Enforcement Directorate before granting prayer of the petitioner or in the alternative, the petitioner company may be directed to give an undertaking that all compliances under Income Tax, FEMA and RBI shall be complied with. 16. In response to the above objection, the petitioner company has filed the affidavit dated 19th February, 2015 of Mr. Anil Saxena, Director of the petitioner company stating that the questionnaire provided by the Regional Director did not require that the NSE and BSE approvals be filed and, therefore, these approvals were not filed with the response dated 24th December, 2014. He further submitted that these approvals were part of the petition ..... X X X X Extracts X X X X X X X X Extracts X X X X
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