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2015 (5) TMI 405

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....ed and paid-up share capital. 2. The registered office of the petitioner company is situated at New Delhi, within the jurisdiction of this court. 3. The petitioner company was originally incorporated under the Companies Act, 1956 on 16th June, 2000 with the Registrar of Companies, NCT of Delhi & Haryana at New Delhi under the name and style of vCustomer Services India Private Limited. The company changed its name to RAMPgreen Solutions Private Limited and obtained the fresh certificate of incorporation on 17th February, 2012. 4. The authorized share capital of the petitioner company, as on 31st March, 2014, was Rs. 3,25,00,000/- divided into 32,50,000 equity shares of Rs. 10/- each. The issued, subscribed and paid-up share capital of the....

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.... the company, equity shares were issued to Non Promoter Shareholders viz. Mr. Ganga Sharan Agrawal and Napean Finvest Private Limited. Therefore, the present shareholding pattern of the petitioner company is that the Promoter Group Shareholder is holding 10,08,299 equity shares (49.9% of paid-up share capital) and Non Promoters are holding 10,12,500 equity shares (51.1% of paid-up share capital) of Rs. 10/- each. 7. It is further submitted by the petitioner that the Board of Directors of the petitioner company felt it imperative to separate the Promoter Group shareholder from the Non-Promoter Shareholders and re-emphasizing the control and ownership of the Promoter Group shareholder over the petitioner company, as previously held prior to ....

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....2014 confirming the proposed reduction of the share capital. A copy of the minutes of the special resolution passed at the Extra Ordinary General Meeting is placed on record. The petitioner company does not have any secured or unsecured creditor, as on 31st October, 2014. 11. Learned counsel for the petitioner company has submitted that the proposed reduction does not involve either diminution of any liability in respect of unpaid share capital or payment to shareholders of any paid up share capital. It is further submitted that the proposed reduction in capital does not violate or override or circumvent any provision of the Companies Act, 1956 and the Companies Act, 2013, as applicable or any rules or regulations made thereunder. It is fu....

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....are capital and the remaining equity shares shall be unissued out of the authorized share capital of the Company." 13. By order dated 24th November, 2014, notice of this petition was directed to be issued to the Regional Director, Northern Region and citations were directed to be published in the newspapers 'Business Standard' (English) and 'Jansatta' (Hindi) in terms of the Companies (Court) Rules, 1959. The petitioner has filed an affidavit showing compliance regarding service on the Regional Director, Northern Region as also publication of citations in the aforesaid newspapers on 8th December, 2014. Copies of the newspaper clippings containing the publications have been filed along with the affidavit. 14. In response to....