1. The present Judges Summons has been taken out by the applicant-Veer Plastics Pvt. Ltd. (Transferee Company) for appropriate orders for dispensing with the meetings of Equity Shareholders and Preference Shareholders of the applicant-company on the ground that all the equity shareholders and Preference Shareholders of the applicant-company have given their consents in writing in approval of the Scheme of Amalgamation of the applicant company with Karan Synthetic (India) Pvt. Ltd., Karan Polypack Pvt. Ltd., Harjiv Packaging Pvt. Ltd. and Shree Damodar Polyfab Pvt. Ltd.
2. Mr. Navin K. Pahwa, learned advocate appearing on behalf of the applicant has submitted that there are seventeen equity shareholders of the applicant-company and all the seventeen equity Page 1 of 3 O/COMA/119/2015 ORDER shareholders have given their consents in writing in approval of the Scheme of Amalgamation. A copy of each of the consent letters are produced at Page nos.81 to 97 of the compilation. Learned advocate further submitted that there are two Preference Shareholders in applicant company and consent letters of both the Preference Shareholders are produced at Page nos.98 and 99. Attention of the Court is also invited to a Certificate dated 1.4.2015 given by M/s. Shah & Shah Associates, Chartered Accountants certifying that all the Shareholders of the applicant-company have given their consents in writing in approval of the Scheme and for waiving the right to call the meetings of the Equity Shareholders and Preference Shareholders. It is further submitted that this being transferee-company, meeting of the creditors is not required to be held. It is therefore requested to pass an appropriate order to dispense with the meetings of Equity Shareholders and Preference Shareholders.
3. Having heard Mr. Pahwa, learned Advocate for the applicant and considering the fact that all the Equity Shareholders and Preference Shareholders of the applicant company have given their consents in writing as required u/s 391(2) of the Act to the proposed Scheme of Amalgamation, the meeting of the Equity Shareholders and Preference Shareholders of the applicant company are ordered to be dispensed with. It is further ordered that this being transferee-company, meeting of the creditors is not Page 2 of 3 O/COMA/119/2015 ORDER required to be held.