2006 (5) TMI 201

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....ssued, for the purpose of considering and, if thought fit, approving with or without modification, the scheme of arrangement proposed between Gillette India Limited and its shareholders. 2. Gillette India Limited (hereinafter shall be referred as the 'applicant Company') is a company duly incorporated under the Indian Companies Act, 1913 on February 9, 1984 vide Certificate of Incorporation No. 17-02890. The company was originally incorporated under the name of Indian Shaving Products Ltd. The name of the company was subsequently changed to Gillette India Limited. 3. The position of authorized issued, subscribed and paid up capital of the applicant company No. 1 as on date is detailed out in para No. 3 of the application. 4. The ma....

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....r months from the appointed date. As the benefits of the restructure will be realised by way of improved operational efficiencies over a period of time, it is proposed to enter into the Scheme of Arrangement with the shareholders of the company to write off the one time business restructuring costs against the amalgamation reserve forming part of the capital reserves of the company instead of charging the same to the profit and loss of the company. The savings and benefits resulting from the restructuring are expected to outweigh the costs. The restructuring is in the overall interest of the company. 7. The company vide the scheme of arrangement proposed to write off the one time costs against the amalgamation reserve forming part of the....

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....No proceedings under sections 235 to 251 of the Companies Act are pending against the applicant company. 9. Having heard the learned counsel for the applicants, on perusal of the entire application, it is ordered that the meetings of the shareholders of the applicant company for the purpose of considering and if thought fit, approving with or without modifications, the scheme of arrangement aforesaid shall be convened and held as per the following schedule- Name Date and time Place Shareholders of the Company 22-6-2006 Registered office of the company 10. 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....