Generate professional replies to Show Cause Notices, assessment orders, audit objections, and other legal communications using TaxTMI's AI Drafter.
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The AI analyses your query, notice, order, or uploaded documents and identifies the key issues involved.
• Review the issues identified by the AI • Add, edit, remove, or refine issues as required
Step 2 – Draft Generation
Once you approve the issues, the AI performs issue-wise legal research and prepares a structured draft response.
• Relevant statutory provisions • Judicial precedents and Supreme Court, High Court and other citations • Issue-wise legal analysis • Practical arguments and supporting content • Professionally structured draft ready for further review.
Delhi High Court Dispenses Meetings for Companies Act Scheme Approval The Delhi High Court granted the application under Sections 391 to 394 of the Companies Act, 1956, dispensing with the need for meetings of equity ...
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Provisions expressly mentioned in the judgment/order text.
Delhi High Court Dispenses Meetings for Companies Act Scheme Approval
The Delhi High Court granted the application under Sections 391 to 394 of the Companies Act, 1956, dispensing with the need for meetings of equity shareholders and creditors for a Scheme of Arrangement between two companies. The Scheme involved merging the Software Solution Business of the demerged company into the resulting company. With approvals from the Board of Directors and consent from shareholders and creditors of both companies, the Court approved the application as all necessary consents were obtained, allowing the Scheme to proceed without convening meetings for approval.
Issues: Application under Sections 391 to 394 of the Companies Act, 1956 seeking dispensation of meetings for approval of Scheme of Arrangement between two companies.
Analysis: The joint application was filed under Sections 391 to 394 of the Companies Act, 1956 seeking directions to dispense with the requirement of convening meetings of equity shareholders, secured, and unsecured creditors for the proposed Scheme of Arrangement between two companies. The demerged company, originally incorporated in 2004, and the resulting company, incorporated in 2013, both situated in New Delhi, fall under the jurisdiction of the Delhi High Court. The Scheme aims to merge the Software Solution Business of the demerged company into the resulting company to enhance operational focus and unlock value. The share exchange ratio under the Scheme involves the resulting company issuing 1.5 equity shares for every 09 equity shares held in the demerged company.
The Board of Directors of both companies unanimously approved the Scheme, and consents/no objections from shareholders and creditors were obtained. The demerged company has 10 equity shareholders, 01 secured creditor, and 20 unsecured creditors, with the majority providing consents to the Scheme. Similarly, the resulting company has 02 equity shareholders and 03 unsecured creditors, all of whom have consented to the Scheme. As all necessary consents were obtained, the Court dispensed with the requirement of convening meetings for approval and allowed the application in the stated terms.
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