2013 (1) TMI 173

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

....ed along with the Application. 2. The registered offices of the Applicant Companies are situated within the National Capital Territory of Delhi and are within the jurisdiction of this Court. 3. Details with regard to the date of incorporation of the Applicant Companies, their authorized, issued, subscribed and paid up capital have been given in the Application.   4. Copies of the Memorandum and Articles of Association as well as the latest audited Annual Accounts for the year ended 30th June, 2012 of both the Applicant Companies have also been enclosed with the Application.   5. Learned Counsel for the Applicant Companies submitted that no proceedings under sections 235 to 251 of the Companies Act, 1956 are pending aga....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

....ement of convening meeting of Equity Shareholders of HCLSS/Applicant Company -I has been dispensed with. 10. In view of the reasons stated in paragraph 6 page 14 of the Company Application (Main) No. 187/2012, the requirement of convening the meeting of the Unsecured Creditors of the HCLSS/Applicant Company - I has been dispensed with. The reasons stated therein are as follows: (a) That HCLT/Applicant Company-II is a public listed company who's net worth post demerger is Rs. 6810.06 Cr which in comparison to the pre demerger net worth of Rs. 935.50 Cr. of HCLSS/Applicant Company -I is much higher. Copy of the certificate confirming the pre and post demerger net worth of HCLSS/Applicant Company-I and HCLT/Applicant Company-II, duly cer....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

....CLSS/Applicant Company-I as on the appointed date (Rs. 1,151.44 crores),being transferred to HCLT/Applicant Company-II are much higher vis-à-vis the liabilities being transferred. Accordingly, it is stated by the Applicants that the interest of the unsecured creditors of HCLT / Applicant Company-II shall not be prejudicially affected. The liabilities of the Demerged Undertaking being transferred to HCLT/Applicant Company-II, can be comfortably paid from the assets being taken over. In fact after paying off the liabilities, there will be a surplus of Rs. 964.70 Crores left with HCLT after giving effect to the demerger.   (b) Also as a result of the demerger the net worth of HCLT/Applicant Company-II will be increased by Rs. 83....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

....icial of the Court, Cell No. 8586057409 shall provide secretarial assistance to the Chairperson and the Alternate Chairperson. They shall be paid a fee of Rs. 10,000/- each for this purpose. 14. Mr. Kartik Nayar, Advocate, Cell No.9810426989 is appointed as the Chairperson and Mr. Sunil Fernandis, Advocate, Cell No.9891639491 is appointed as the Alternate Chairperson for the meeting of Equity Shareholders of the HCLT/ Applicant Company -II.   They would be paid a fee of Rs.50,000/- each. Mr. Prem, Cell No.9958713230 and Mr. Surender Kumar, Cell No. 9873660764 shall provide secretarial assistance to the Chairperson and the Alternate Chairperson. They shall be paid a fee of Rs. 10,000/- each for this purpose. 15. Mr. Sanjay Shar....