2015 (12) TMI 1725 - HC - Companies Law

Court omits Secured Creditors meeting directions due to unanimous approval. Application disposed of.

The Court decided to omit the directions related to holding the meeting of Secured Creditors as per the order dated 27.10.2015 in Company Application ... Dispensing with meeting of secured creditors - written consent of secured creditors - modification of court directions - scheme of arrangementDispensing with meeting of secured creditors - written consent of secured creditors - modification of court directions - scheme of arrangement - Directions in the earlier order to convene and hold the meeting of the secured creditors were omitted and the meeting was dispensed with on the ground that all secured creditors had given their written consent to the Scheme of Arrangement. - HELD THAT: - The applicant sought modification of the oral order dated 27.10.2015 insofar as it directed convening meetings of secured creditors. The court noted that the unsecured creditors' meeting was convened and held as directed, but the secured creditors did not attend the scheduled meeting and instead provided written consents approving the Scheme of Arrangement. The applicant produced the individual consent letters and a certificate certifying that both secured creditors had given written approval and waived the right to call a meeting. Having perused the application, the supporting documents and the earlier order, the court found that the purpose of convening the secured creditors' meeting was satisfied by the written consents and therefore the directions to hold and convene that meeting were no longer necessary. Accordingly, the court omitted that portion of the earlier directions and ordered that the meeting of the secured creditors be dispensed with.Application allowed; the directions to convene and hold the meeting of the secured creditors are omitted and the meeting is dispensed with as all secured creditors have given written consent to the Scheme of Arrangement.Final Conclusion: The application for review and modification is allowed: the Court omitted the earlier directions to convene the secured creditors' meeting and dispensed with that meeting because all secured creditors furnished written consent approving the Scheme of Arrangement. Issues involved:Review and modification of oral order dated 27.10.2015 pertaining to the meeting of Secured Creditors in Company Application No.318 of 2015.Analysis:The applicant sought a review and modification of the oral order passed by the Court regarding the meeting of Secured Creditors in Company Application No.318 of 2015. The applicant's advocate highlighted that the initial application requested directions to convene meetings of both secured and unsecured creditors. The Court had previously directed the applicant company to hold meetings for both categories of creditors on a specific date. However, it was noted that while the meeting of unsecured creditors took place as scheduled, the secured creditors provided written consent instead of attending the meeting. The consent letters and a certificate confirming the secured creditors' approval of the Scheme of Arrangement were presented to the Court.Upon hearing the applicant's counsel and reviewing the application and the previous order, the Court acknowledged that the meeting of Secured Creditors could not be conducted as planned. Considering the circumstances where all secured creditors had given written consent in favor of the Scheme of Arrangement, the Court decided to omit the directions related to holding the meeting of Secured Creditors as per the order dated 27.10.2015 in Company Application No.318 of 2015. Consequently, since all Secured Creditors had provided written approval, the Court dispensed with the need for a meeting of Secured Creditors. The Court then disposed of the present application based on these findings.