https://www.taxtmi.com/caselaws?id=196628 A composite scheme of arrangement combining demerger with reduction of share premium and capital may be sanctioned where the articles permit such reduction and the members and creditors have been duly informed and approved the scheme with the requisite consent. The Court applied the Duomatic principle to hold that, in a composite restructuring, the substance of a special resolution can be satisfied by unanimous or overwhelming informed shareholder assent even if the reduction is not separately worded. It further treated substantial compliance with the capital reduction procedure as sufficient and noted that the scheme was fair, reasonable, and not prejudicial to members or creditors. The reduction of share premium and capital was therefore confirmed as part of the sanctioned arrangement. en-us Tue, 12 Mar 2013 00:00:00 +0530 Wed, 29 Dec 2021 15:31:00 +0530 TaxTMI RSS Generator https://www.taxtmi.com/caselaws?id=196628 A composite scheme of arrangement combining demerger with reduction of share premium and capital may be sanctioned where the articles permit such reduction and the members and creditors have been duly informed and approved the scheme with the requisite consent. The Court applied the Duomatic principle to hold that, in a composite restructuring, the substance of a special resolution can be satisfied by unanimous or overwhelming informed shareholder assent even if the reduction is not separately worded. It further treated substantial compliance with the capital reduction procedure as sufficient and noted that the scheme was fair, reasonable, and not prejudicial to members or creditors. The reduction of share premium and capital was therefore confirmed as part of the sanctioned arrangement. Case-Laws Companies Law Tue, 12 Mar 2013 00:00:00 +0530 https://www.taxtmi.com/caselaws?id=196628