1. The applicant Binita Nesvi Infrastructure Pvt. Ltd. is the transferee company in Scheme of Amalgamation of NND Investments Pvt. Ltd. and Solo Securities Pvt. Ltd. with Binita Nesvi Infrastructure Pvt. Ltd. The applicant has filed the present application seeking dispensation of the meeting of Equity Shareholders on the ground that all the shareholders have given their consents in writing, approving the Scheme of Amalgamation.
2. The learned Counsel for the applicant submits that all the Equity Shareholders of the Applicant Company have given their consents in writing approving the Scheme of Amalgamation. The applicant has produced the true copies of the consent letters of all the Equity Shareholders along with the list (Pg 82 to 86) at Annexure D, with the Affidavit in Support of Judges Summons. The Applicant has also produced the true copy of the certificate (Pg 87) dated 9.4.2012 given by Parikh and Majmudar, Chartered Accountant certifying that all the Equity Shareholders of the Company have given their consents in writing approving the Scheme of Amalgamation. The Applicant therefore prays for dispensation of the meeting of the Equity Shareholders. It is further stated that being the transferee company, meeting of the creditors is not required to be held.
3. Having heard the learned Counsel for the applicant and having perused the record, it appears to the Court that consents of all the Equity Shareholders of the applicant Company have been obtained. The Chartered Accountant has also verified the consent letters and has also certified that all the Equity Shareholders have approved the Scheme of Amalgamation. In view of the above, the meeting of the Equity Shareholders of the applicant company is ordered to be dispensed with. This being the transferee company, meeting of the creditors is ordered not to be held.
4. The present application is accordingly disposed of.
[R.M.CHHAYA, J.] mrpandya Top