TaxTMI 
TaxTMI 
2021 (1) TMI 451
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....er" at which time the said applications were "allowed". Thereafter, on 25.02.2020, a formal copy of the Order was made available to the Applicant Companies, when it was uploaded on the official website of the National Company Law Tribunal, Mumbai. In terms of the said Order, this Hon'ble Tribunal was pleased to interalia direct as follows: "4. A meeting of the Equity Shareholders (holding Fully Paid as well as Partly Paid Equity Shares) of the Applicant Company 1, be convened and held at Yashwantrao Chavan Pratishthan Auditorium, Y.B. Chavan Centre, General Jagannath Bhosle Marg, Next to Sachivalaya Gymkhana, Mumbai 400021 on Tuesday, March 31,2020 at 3 p.m., or any adjourned dates thereof, for the purpose of considering, and if thought fit, approving, with or without modification(s), the proposed Scheme. 5. A meeting of the Equity Shareholders of the Applicant Company 3, be convened and held at Lakshmipat Singhania Auditorium, PHD Chamber of Commerce and Industry, PHD House, 4/2 Siri Institutional Area, August Kranti Marg, New Delhi 110016 on Monday, March 23, 2020 at 10:30 a.m., or any adjourned dates thereof, for the purpose of consideri....
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....eeting of the Secured Creditors of the Applicant Company 1 and the Applicant Company 3, Unsecured Creditors of the Applicant Companies 1, 2 and 3 and the Unsecured Debenture Holders of the Applicant Company 1 are not required to be convened. The Counsel for the Applicant Companies further submits that the Applicant Companies may be allowed to issue individual notices to the creditors (as applicable) as on July 31. 2019 and debenture holders (as applicable) as on August 2, 2019, stating therein that they may submit their representations in relation to the Scheme, if any, to the Hon'ble Tribunal within 30 (thirty) days from the date of receipt of the said notice and copy of such representations shall simultaneously be served upon the respective Applicant Companies. Further, the Applicant Company 1 do not have any Secured Debenture Holders, the Applicant Company 2 do not have any Secured Creditors, Secured Debenture Holders and Unsecured Debenture Holders and the Applicant Company 3 do not have any Secured Debenture Holders and Unsecured Debenture Holders. Accordingly, the question of convening a meeting of the Secured Debenture Holders of the Applicant Company 1, the Secured Creditor....
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....al meeting by the Applicant Company 1 and Applicant Company 3 (requiring physical presence of members at a common venue), as directed, had become infeasible during the currency of the pandemic. Ld. Sr. Counsel submits that the Applicant Company 1 and Applicant Company 3 have a vast number of shareholders who cannot be accommodated at a common venue whilst at the same time maintaining social distancing norms. Ld. Sr. Counsel further submits that it is presently unknown as to when the ongoing pandemic will stabilize such as to permit the holding of meetings requiring physical presence of the members at a common venue and that in the event the Applicant Company 1 and Applicant Company 3 are required to conduct physical meetings of their members, it is likely that such meetings will be inordinately and unduly delayed beyond reasonable time. The Ld. Sr. Counsel places reliance on Section 232(1) of the Companies Act, 2013. The Ld. Sr. Counsel therefore submits that the Applicant Company 1 and Applicant Company 3 be permitted to hold a meeting of its members by way of video-conferencing and/ or other audio-visual means. 4. Ld. Sr Counsel has submitted that thereafter, the A....
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....affidavit. The checklist/broad guidelines are reproduced below for ready reference: Sr. No. Activity (A) Prior to the meeting 1. To avail the VC / OA VM facility of Service Providers ( NSDL/CDSL) for conducting meeting. Care should be taken to cover following points: • Meeting through VC / OA VM facility should allow two ways teleconference or WebEx facility to shareholders. • Participants should be allowed to post questions concurrently or given time to submit questions in advance ( at least 10 days before meeting) on the e-mail address of the Company. • The large shareholders (holding 2% or more), promoters, institutional investors, directors, KMPs, Chairperson of Audit Committee, NRC, SC, auditors should be allowed to attend the meeting without restriction. 2. Before dispatch of Notice, a newspaper advertisement to be published as per direction of NCLT atleast one in vernacular newspaper in the principal vernacular language of the district in which registered office of the Company is situated and having a vide circulation in that district and atleast once in English language in an English newspaper havin....
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....in the Scheme will remain unchanged. 8. Ld. Sr. Counsel further submits that the direction of this Tribunal to give notices to those secured and unsecured creditors of the Applicant Companies as on 31.07.2019 and 02.08.2019, may not depict the true and current picture of the creditors of the Applicant Companies, as on date. The Ld. Sr. Counsel therefore submits that this Hon'ble Tribunal be pleased to issue fresh directions to serve notices upon secured and unsecured creditors having value of Rs. 10,00,000/- (Rupees Ten Lakhs) and above of the Applicant Companies, not earlier to 30.09.2020. Further, Applicant Company 2 does not have any secured or unsecured creditors as on 30.09.2020. 9. Accordingly, it is ordered that in partial modification of the Order dated 20.02.2020, this Tribunal hereby passes the following directions: (a) That in view of the current extra-ordinary circumstances due to the COVID-19 pandemic prevailing in the country, the meeting of the equity shareholders of Applicant Company 1 be convened on 24.02.2021 or 26.02.2021 or 01.03.2021 at 3 PM or any adjourned dates thereof, for the purpose of considering, and, i....