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TMI Blog2017 (8) TMI 1722X X X X Extracts X X X X X X X X Extracts X X X X ..... ed (Transferor Company 1') and WS Alloy Holding Private Limited (Transferor Company 2') and Welspun Steel Limited (Transferee Company') ["Scheme" for short]. 2. The petitioner companies herein i.e. Welspun Energy Private Limited and WS Alloy Holding Private Limited and Welspun Steel Limited, had filed a joint application, being CA (CAA) No. 34 of 2017, before this Tribunal seeking dispensation of separate meetings of equity shareholders of all the petitioner companies, separate meetings of preference shareholders of Petitioner Transferor Company 2 and the Petitioner Transferee Company, separate meetings of secured creditors of the Petitioner Transferee Company and separate meetings of unsecured creditors of Petitioner Transfero ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , calling for their objections, if any, on or before the date of hearing. This Tribunal also directed to issue notice to Regional Director, Gujarat and Official Liquidator, Gujarat informing the date of hearing. 7. Pursuant to the aforesaid order dated 3rd July, 2017, passed by this Tribunal, the petitioner companies filed affidavit of service with this Tribunal on 21st July, 2017, submitting the proof of service of publication and also proof of giving notice to the Regional Director, Gujarat and the Official Liquidator. 8. Heard learned Advocate, Ms. Dharmista Raval for M/s. Raval & Raval, Advocates, for the petitioner companies. 9. The Regional Director in his representation stated that, as per the report of the Registrar of Companies, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... st July, 2017, following clarification is provided: "The company has no secured creditors as of date. However, the company has obtained bank guarantees from banks who have in turn created charge on the company's assets. The list of charges appearing on the website of Ministry of Corporate Affairs have been created for obtaining such guarantees. Further, a Chartered Accountant's certificate certifying that the company has no secured creditors has been furnished as per part of the Company Scheme Application. Further, the above reason was also filed with the Official Liquidator vide letter dated 28th June 2017." The Authorised Signatory of the Petitioner Transferor Company No. 1 filed further affidavit clarifying the observations ma ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... an enterprise on account of goods purchased or services received or in respect of contractual obligations". The Statutory Auditor, M/s. Surekha and Associates, has given a certificate dated 27.07.2017 stating that none of the guarantees have been invoked and, accordingly, the charge represents a contingent liability and IDBI Bank and Central Bank are not the creditors of the company. The said certificate is produced as Annexure - R3 to the additional affidavit. Therefore, the Transferor Company 1 states that there are no outstanding secured creditors of the Transferor Company 1. Further, it is stated that in view of Clause 4.4 of the Scheme, on the sanctioning of the Scheme, all the existing charges will continue and vest in the Transferee ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ations) Rules, 2016 with respect to filing of order, if any, for confirmation of the scheme in form INC-28 with the Registrar of Companies having jurisdiction over the Petitioner companies involved. 14. In response to the representation of the Official Liquidator, the petitioner companies have, by way of an affidavit filed by the Authorised Representative of the petitioner companies on 21st July, 2017, submitted to comply with the above directions of the Tribunal and accordingly, the observations made by the Official Liquidator stand satisfied. 15. Considering the entire facts and circumstances of the case and on perusal of the Scheme and the documents produced on record, it appears that the requirements of the provisions of Sections 230 ..... X X X X Extracts X X X X X X X X Extracts X X X X
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