(1) The Applicant Swastik Ceracon Limted is a Transferee Company in the Scheme of Amalgamation of Ashok Ceracon Private Limited, Akik Tiles Limited and Gladder Ceramica Limited with Swastik Ceracon Limted. The applicant has filed the present application seeking dispensation of the meetings of Equity Shareholders on the ground that all the shareholders have given their consents.
(2) The learned counsel for the applicant submits that all the shareholders of the applicant-company have given their consents in writing approving the Scheme of Amalgamation. The applicant has produced the consent letters of all the Equity Shareholders along with the list (Pg.113 to 185) at Annexure 'D' colly with the Affidavit in support of Judges Summons. This being Transferee company meetings of creditors are not required to be held. The applicant has also produced certificate (Pg.186) dated 16.04.2012 of RRS & Associates., Chartered Accountants certifying that all the equity shareholders have given their consents and they have approved the scheme of amalgamation and that there are no other equity shareholders. The applicant therefore prays for dispensation of the meeting of the equity shareholders.
(3) Having heard the learned advocate for the applicant and having perused the record including the certificate as above referred, it appears to the Court that consents of all the shareholders are obtained. Accordingly, the meeting of the shareholders of the applicant company is ordered to be dispensed with. It is further ordered that this being transferee company, meetings of creditors is not required to be held.
(4) The present application is accordingly disposed of.
[R.M.CHHAYA, J.] mrpandya Top