2020 (9) TMI 558

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.... of the Applicant Company Nos. 1, 2 and 3 and, if deem fit, to approve the proposed Scheme of Arrangement; and to dispense with the requirement of convening meetings of the unsecured creditors of the Applicant Company Nos. 1 to 3; to dispense with the requirement of convening meetings of Secured Creditors of the Transferee Company and alternatively for directions to convene the meeting of the Secured Creditor of the Transferee Company. 3. The registered offices of the Applicant Companies are situated in the state of Gujarat and are under the jurisdiction of the National Company Law Tribunal, Bench at Ahmedabad. 4. It is stated that the Scheme of Amalgamation would inter-alia be beneficial for the applicant companies due to following reasons: a. All Companies are closely held Group Companies under common shareholding, management and control. b. To streamline the current organization structure and to realize commercial synergies, c. Further it would result in enhancement of shareholder value and operational efficiencies, benefit of scaling up, greater focus and would enable the management to vigorously pursue revenue growth and expansion opportunities....

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....Creditors. v. The Transferee Company 1 (One) Secured Creditor aggregating to a sum of Rs. 2,49,29,245/-. vi. The Transferor Company No. 1 has Two (2) Un-Secured Creditors aggregating a sum of Rs. 3,99,330/-. Consents affidavits of One (1) whose debt is aggregating to Rs. 3,89,330/- (viz. 97.50% of the total debt) has been obtained and filed. vii. The Transferor Company No. 2 has Three (3) Un-Secured Creditors aggregating a sum of Rs. 17,53,410/-. Consent affidavits of Two (2) whose debt is aggregating to Rs. 17,46,547/- (viz. 99.61% of the total debt) has been obtained and filed. viii. The Transferee Company has Nineteen (19) Un-Secured Creditors aggregating a sum of Rs. 5,43,32,993/-. Consents affidavits of Three (3) whose debt is aggregating to Rs. 5,07,11,400/- (viz. 93.33% of the total debt) has been obtained and filed. 11. The Applicants have stated that the accounting treatment proposed in the Scheme of Arrangement is inconformity with the accounting standards prescribed under Section 133 of the Companies Act, 2013. Certificates from the respective Statutory Auditors of the Applicant Companies have been filed along with the Application. ....

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....e Transferor Company No. 1 and 2 and the certificate of the CA in respect of the same there is no need of convening a meeting of the secured creditors in the Transferor Company No. 1 and 2. 15. Further as prayed by the learned Counsel of the Applicants, a meeting of the Shareholders of the Applicant Nos. 1, 2 and 3 Companies will be held on 28th September, 2020, at 10:00 A.M., 10:30 and 11:00 A.M. respectively at 1301, Addor Aspire, Nr. Jhanvi Restaurant, University, Panjarapole Cross Road, Ahmedabad, Gujarat-380015 or through video conferencing for the purpose of considering and if, thought fit, approving, with or without modification(s), the Scheme of Arrangement. 16. Further as prayed by the learned Counsel of the Applicants, a meeting of the Unsecured Creditors of the Applicant Nos. 1, 2 and 3 will be held on 28th September, 2020, at 11:30, 12:00 and 12:30 A.M. respectively at 1301, Addor Aspire, Nr. Jhanvi Restaurant, University, Panjarapole Cross Rd, Ahmedabad, Gujarat 380015 or through video conferencing for the purpose of considering and if, thought fit, approving, with or without modification(s), the Scheme of Arrangement. 17. Further as prayed by the learned Coun....

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....the eligibility to vote by the shareholders. 20. Mr. Anuj Aggarwal, CMA (Address: 11, Dharamyug Colony, Ved Mandir Road, Near, Ekta Club, Kankaria, Ahmedabad-380022; Mobile No 9825098895) shall be the Chairperson for the above said meeting to be held on 28th September, 2020 or in respect of any adjournment thereof. 21. Mr. Shyamsundar Nanwal, CA (N-11 Asmakam Phase-II, B/h Torrent Power Sub Station, Makarba Prahaladnagar Road Vejalpur, Ahmedabad- 380051; Mobile: 9974534855) is appointed as the Scrutinizer for the above said meetings to be held on 28th September, 2020 or in respect of any adjournment thereof. 22. The Applicant Companies will make suitable arrangements for travel and stay of the Chairperson and the Scrutinizer. 23. The quorum for the aforesaid meetings of the Shareholders and Unsecured Creditors of the Applicant Companies Nos. 1 to 3 shall be 25% of total value. Valid Proxies and Authorised Representatives shall be counted for the purpose of quorum. 24. In case the quorum as noted above for the meetings of the Unsecured Creditors and Shareholders of the Applicant Companies Nos. 1 to 3 is not present in the meetings, then the meetings shall be adjourned....