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Court orders dispensation of meetings for Equity Shareholders & Unsecured Creditors in Scheme of Amalgamation The court ordered the dispensation of meetings for Equity Shareholders and Unsecured Creditors in the application for Scheme of Amalgamation involving ...
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Court orders dispensation of meetings for Equity Shareholders & Unsecured Creditors in Scheme of Amalgamation
The court ordered the dispensation of meetings for Equity Shareholders and Unsecured Creditors in the application for Scheme of Amalgamation involving nGin Technologies Pvt. Ltd. and eInfochips Limited. All shareholders and the sole unsecured creditor provided written consents for the merger, as confirmed by a certificate from Chartered Accountants. The court acknowledged compliance with Section 391(2) of the Act and approved the dispensation of meetings, disposing of the application.
Issues: Application for dispensing with meetings of Equity Shareholders and Unsecured Creditors due to written consents provided for Scheme of Amalgamation.
Analysis: 1. The applicant, Smart Guard Systems Private Limited, sought orders to dispense with meetings of Equity Shareholders and Unsecured Creditors for the Scheme of Amalgamation involving nGin Technologies Pvt. Ltd. and eInfochips Limited. All shareholders and the sole unsecured creditor provided written consents for the merger.
2. The applicant, represented by Mr. Navin K. Pahwa, highlighted that the transferee company, as the sole unsecured creditor, and all shareholders, including the nominee shareholder, consented in writing for the proposed Scheme of Amalgamation. The absence of secured creditors was noted, and a certificate from Chartered Accountants confirmed the consents, requesting the court to dispense with the meetings.
3. After hearing the arguments, the court acknowledged that all Equity Shareholders and the sole Unsecured Creditor had provided written consents as per Section 391(2) of the Act for the proposed Scheme of Amalgamation. Consequently, the court ordered the dispensation of meetings for Equity Shareholders and Unsecured Creditors, thereby disposing of the application.
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