2021 (10) TMI 854

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....shico Logistics and Infrastructure Private Limited, ("for brevity Applicant Company-2/Resultant Company"), under section 230-232 of Companies Act, 2013, and other applicable provisions of the Companies Act, 2013, read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, in relation to the Scheme of Arrangement by way of Amalgamation (hereinafter referred to as the "SCHEME"), proposed between the applicants. 2. Affidavits in support of the above application, sworn by Mr. Rajesh Ranjan Joshi, on behalf of Demerged Company and Mrs. Poonam Rajesh Joshi, on behalf of Resulting Company, being the authorized signatories of the respective applicant companies have her filed. It is also represented that the registered offices ....

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....of Arrangement, as contemplated above. Copies of said resolutions, passed in the said board meetings have been placed on record. 7. It is submitted that the Demerged Company is having 7 Equity Shareholders, and all of them have given their respective consents, by way of affidavits which are annexed to the application. It is further represented that the Demerged Company has 3 Secured Creditors and Certificate from the Chartered Accountant, certifying list of Secured creditors, is annexed. It was submitted that the Total Value of the Secured Creditor of the Demerged Company is a sum of Rs. 3,69,24,194/- out of which a sum of Rs. 1,65,26,699/- has already been paid to the Secure Creditors. That as per Certificate of Chartered Accountant, co....

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....g does not arise. 9. The Certificate by the Respective Company Auditors, stating that accounting treatment specified in the scheme of Arrangement, between Applicant Company No. 1 and Applicant Company No. 2, is in conformity with the Accounting Standards specified under Section 133 of the Act, has been annexed with the application. 10. Taking into consideration the submissions and the documents filed therewith, we propose to issue the following directions with respect to convening/holding or dispensing with the meetings of the Shareholders, Secured and Unsecured Creditors as well as issue of notices including by way of paper publication as follows:- A. In relation to the Demerged Company; i. With respect to Equity sh....