TaxTMI 
TaxTMI 
TaxTMI 
2015 (8) TMI 92
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....or company no. 3); Parashar Sugars Private Limited (hereinafter referred to as the transferor company no. 4); Ritesh Vyapaar Private Limited (hereinafter referred to as the transferor company no. 5) and Hindon Projects Private Limited (hereinafter referred to as the transferor company no. 6) with Ojas Industries Private Limited (hereinafter referred to as the transferee company). 2. The registered offices of the transferor and transferee companies are situated at New Delhi, within the jurisdiction of this Court. 3. The transferor company no. 1 was originally incorporated under the Companies Act, 1956 on 5th May, 2004 with the Registrar of Companies, Maharashtra at Mumbai. It has been submitted by the applicants that the company shifted its registered office from the State of Maharashtra to NCT of Delhi and is presently having its registered office at New Delhi. 4. The transferor company no. 2 was originally incorporated under the Companies Act, 1956 on 6th May, 2004 with the Registrar of Companies, Maharashtra at Mumbai. Subsequently, the company shifted its registered office from the State of Maharashtra to NCT of Delhi and obtained a certificate in this regard fr....
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..../- divided into 50,000 equity shares of Rs. 10/- each aggregating Rs. 5,00,000/- and 49,50,000 preference shares of Rs. 10/- each aggregating Rs. 4,95,00,000/-. The issued, subscribed and paid-up share capital of the company is Rs. 71,50,000/- divided into 10,000 equity shares of Rs. 10/- each aggregating Rs. 1,00,000/- and 7,05,000 preference shares of Rs. 10/- each aggregating Rs. 70,50,000/-. 11. The present authorized share capital of the transferor company no.2 is Rs. 10,55,00,000/- divided into 2,00,000 equity shares of Rs. 10/- each aggregating Rs. 20,00,000/- and 1,03,50,000 preference shares of Rs. 10/- each aggregating Rs. 10,35,00,000/-. The issued, subscribed and paid-up share capital of the company is Rs. 10,50,74,000/- divided into 1,74,000 equity shares of Rs. 10/- each aggregating Rs. 17,40,000/- and 1,03,33,400 preference shares of Rs. 10/- each aggregating Rs. 10,33,34,000/-. 12. The present authorized share capital of the transferor company no.3 is Rs. 5,00,00,000/- divided into 50,000 equity shares of Rs. 10/- each aggregating Rs. 5,00,000/- and 49,50,000 preference shares of Rs. 10/- each aggregating Rs. 4,95,00,000/-. The issued, subscribed and paid-u....
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...., financial institutions and stakeholders of the company. It is claimed that the proposed scheme will economize administrative cost of running seven companies and will also achieve better administrations, operations and management by consolidation, synchronization, synergisation and restructuring and to have optimum and efficient utilization of capital, resources, assets and facilities. 19. So far as the share exchange ratio is concerned, the Scheme provides that, upon coming into effect of this Scheme, the transferee company shall issue and allot equity shares to the shareholders of the transferor companies in the following ratio:- "06 fully paid-up equity shares of Rs. 10/- each of the transferee company for every 01 fully paid-up equity share of Rs. 10/- each held in the transferor company no. 1." "01 fully paid-up equity shares of Rs. 10/- each of the transferee company for every 05 fully paid-up equity share of Rs. 10/- each held in the transferor company no. 2." "05 fully paid-up equity shares of Rs. 10/- each of the transferee company for every 01 fully paid-up equity share of Rs. 10/- each held in the transferor company no. 3." "05 fully pai....
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....approve, with or without modification, the proposed Scheme of Amalgamation is dispensed with. There is no secured or unsecured creditor of the transferor company no.2, as on 31st March, 2014. 24. The transferor company no. 3 has 02 equity shareholders and 01 preference shareholder. Both the equity shareholders and the only preference shareholder have given their consents/no objections in writing to the proposed Scheme of Amalgamation. Their consents/no objections have been placed on record. They have been examined and found in order. In view thereof, the requirement of convening the meetings of the equity shareholders and preference shareholder of the transferor company no. 3 to consider and, if thought fit, approve, with or without modification, the proposed Scheme of Amalgamation is dispensed with. There is no secured or unsecured creditor of the transferor company no.3, as on 31st March, 2014. 25. The transferor company no. 4 has 02 equity shareholders and 01 preference shareholder. Both the equity shareholders and the only preference shareholder have given their consents/no objections in writing to the proposed Scheme of Amalgamation. Their consents/no objections have ....