Heard Sri Yashwant Verma, learned counsel for the applicant. The applicant is a duly incorporated Private Limited Company, incorporated under Section 11 of the Companies Act and has moved this application under Section 391(1) read with Section 393 of the Companies Act, 1956 for dispensing with separate meetings of Unsecured creditors as well as the Equity Shareholders of the applicant-Company for the purpose of considering the proposed scheme of arrangement of the applicant-Company with its Equity Shareholders.
The scheme of arrangement proposed by the applicant-Company with its Equity Shareholders whereby and wherein due to calls remaining unpaid on a large portion of its total issued Equity Shares, the applicant Company proposes to reduce and extinguish the liability on its 89,50,00,000 partly paid up Equity Shares by reducing the par value of all the aforesaid shares to the extent of calls remaining unpaid on each of them and consolidating the resultant Equity Shares having reduced par value and paid up value into full paid up equity value of share of Rs.10/- each in the manner on the terms of the condition mentioned in this scheme of arrangement.
Learned counsel for the applicant submits that this is an application on behalf of the Company and all the Members i.e. the Directors are before this Court. The Company has 13 share holders.They are also before this Court and have filed their affidavits. Learned counsel further submits that there are 7 unsecured creditors which are also before this Court and they have also filed their affidavits that they have no objection to the aforesaid proposed scheme of arrangement. It is also submitted that there are no secured creditors of the Company.
Under the circumstances, the application is being disposed of dispensing with convening and holding of meetings of the Unsecured creditors and the Shareholders of the applicant Company for the purpose of consideration and approval of the scheme of arrangement. Consequently, the publication of notice for the aforesaid meeting of Unsecured creditors and Shareholders of the Company is also dispensed with along with appointment of the Chairman for the said meeting and other steps required to be taken for convening the said meeting, as comptemplated under Section 391(1) of the Companies Act, 1956.
Order Date :- 1.2.2010 pks