2022 (8) TMI 233

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....nnai Bench, Chennai in CA (CAA)/14/2022, whereby the NCLT directed the Appellant No.1 to convene meeting of unsecured creditors on 20.07.2022 at 11 a.m. aggrieved by the same, the Appellants preferred the present Appeal. Brief Facts: Appellant's Submissions: 2. Dr. K.S. Ravichandran, Learned PCS appeared for the Appellants submitted that the Hon'ble Tribunal allowed the Application filed by the Appellants in relation to the scheme of arrangement between the Appellant No.1 being a Demerged Company and Appellant No.2 being Resultant Company. The Learned NCLT dispensed with the convening of meeting of 49 equity shareholders and one secured creditor in respect of the Appellant No.1 Company. However, the Learned NCLT directed the Appellant No....

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.... Accountant. The resulting company was incorporated only on 28.01.2022 to operate as a resulting company. 4. It is submitted that there is no compromise with respect to any of its creditors, secured or unsecured and the networth of the demerged company is highly positive. However, the Learned NCLT did not take into consideration the said fact for dispensing with meeting of unsecured creditors of the Appellant No.1 Company. It is submitted that Appellant No.1 company having 49 unsecured creditors and the total value is Rs.1,09,49,683/-. 5. The Learned PCS relied upon judgment of this Tribunal in re Ambuja Cement passed in Company Appeal (AT) No.19 of 2021 dated 06.04.2021 whereby this Tribunal after considering the several judgments dispen....

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.... of unsecured creditors is Rs.1,09,49,683/- as on 31.12.2021. At page 323 Volume-II the list of unsecured creditors is enclosed and wherefrom it is seen that there are total 49 unsecured creditors and the value is Rs. 1,09,49,683/-. The Learned NCLT dispensed with the convening of meeting of secured creditor stating that the consent by way of an affidavit has been obtained and the same is placed on record, hence, the meeting is dispensed with. 8. The Learned PCS submitted that the outstanding dues of the unsecured creditors as on 31.12.2022, have been settled as of 06.06.2022 i.e. after passing the impugned order dated 01.06.2022. The said list has been enclosed at page 608 and 609 of volume-III wherefrom it shows that there are no dues to....