TaxTMI 
TaxTMI 
2005 (8) TMI 380
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....lhi and subsequently the registered office was changed from Delhi to Rajasthan at B2-D, Shiv Marg, Bani Park, Jaipur. 3. The position of authorized, issued, subscribed and paid-up capital of the applicant-company No. 1 as on 31-3-2004 is detailed out in para No. 3 of the application. 4. The main objects of the applicant-company No. 1, as set out in the object clause of its Memorandum of Association, have been detailed out in para No. 5 of the application. The copy of the latest audited annual accounts of the applicant-company No. 1 for the year ended on 31-3-2004 has been submitted as Annexure-C to the application. 5. Shyam Telecom Mfg. Ltd. (hereinafter shall be referred to 'the applicant company No. 2') was originally incorporated as M/s. Shyam Telecom Infrastructure Projects Limited on 14-2-1996; subsequently its name was changed to the present name and a fresh certificate of incorporation was issued by the Registrar of Companies NCT of Delhi and Haryana; subsequently the Registered Office of the applicant No. 2 was changed from Delhi to Jaipur at B2-D, Shiv Marg, Bani Park, Jaipur. 6. The position of authorized, issued, subscribed and paid-up capital of the applican....
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....n detailed out in para No. 20 of the application. The copy of the latest audited annual accounts of the applicant-company No. 4 for the year ended on 31-3-2004 has been submitted as Annexure-I to the application. 14. Applicant-company No. 2 is a wholly owned and subsidiary of applicant-Company No. 1. 15. Applicant-company No. 3 is also wholly owned and subsidiary of applicant company No. 1. 16. Applicant-company No. 4 is a company incorporated with the object to promote and form other companies and associations for the execution of undertakings, works, projects in the telecom industry and to hold shares or other securities in the companies engaged in the telecom sector. 17. The applicant-company No. 1 is presently engaged in manufacture of telecommunications/transmission equipment through its wholly owned and subsidiary applicant-company No. 2. 18. Unified telephone services are carried on through another wholly owned subsidiary applicant-company No. 3. There is substantial divergence in the nature and requirements of operations and the growth avenues of the two activities relating to manufacture of telephone equipments and telephony services. The manufacturing opera....
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....th. 22. The applicants, in their respective Board Meetings have approved the proposed scheme of arrangement. The applicant-company No. 1, being the listed company, submitted a scheme of arrangement to the National Stock Exchange and the Bombay Stock Exchange. The Bombay Stock Exchange has conveyed its no objection to the proposed scheme of arrangement vide its letter, dated 2-8-2005. However, the said no objection certificate requires the applicant-company No. 3 to comply with all the requirements of SEBI (DIP) Guidelines and listing agreement. The applicant-company No. 1 has also undertaken to the stock exchanges that it shall meet the requirement of keeping the non-promoters holding as required under SEBI (DIP) Guidelines by issuing further shares to the prospective investors. 23. The major benefits that will accrue from the proposed scheme of arrangement have been stated in para No. 29 of the application. 24. The details of number of Directors of the applicant-companies are given in para Nos. 30, 31, 32 and 33, respectively. 25. Having heard learned counsel for the applicants, on perusal of the entire application and keeping in view the fact that the applicant-compan....
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.... Unsecured creditors of the applicant-company No. 1 30th September, 2005 11.30 A.M. Rajshree Hotels & Resorts Limited, New Sanganer Road, Opposite RIICO Industrial Area, Mansarovar, Jaipur Secured Creditors of the applicant-company No. 2 30th September, 2005 12.30 Hrs. Rajshree Hotels & Resorts Limited, New Sanganer Road, Opposite RIICO Industrial Area, Mansarovar, Jaipur Unsecured Creditors of the applicant- company No. 2 30th September, 2005 1.30 P.M. Rajshree Hotels & Resorts Limited, New Sanganer Road, Opposite RIICO Industrial Area, Mansarovar, Jaipur. 31. That at least 21 clear days before the days fixed for the meetings an advertisement convening the same and stating that copies of the said scheme of arrangement and of the statements required to be furnished, shall be furnished, pursuant to section 393 of the Act, 1956 and forms of proxy can be obtained free of charge at the office of the applicant-company Nos. 1 and 2, respectively or from the office of their Advocates, be advertised once in the dailies, namely, Hindi Newspaper 'Rajasthan Patrika' (Jaipur Edition) and English Newspaper....