M/S Lakshmi Techno Solutions Pvt. Ltd., v. -

HONOURABLE SRI JUSTICE CHALLA KODANDA RAM COMPANY APPLICATION No. 106 OF 2016 DATED 10th February, 2016 In the matter of M/s. Lakshmi Techno Solutions Pvt.Ltd., Himayatnagar, Hyderabad, rep. by its Executive Manager, Mr.Sk.Shariff Saheb ....Applicant/Transferor Company HONOURABLE SRI JUSTICE CHALLA KODANDA RAM COMPANY APPLICATION No. 106 OF 2016 ORDER:

This Company Application is filed by M/s. Lakshmi Techno Solutions Private Limited-Transferor Company for a direction to dispense with the requirement of convening the meeting of its shareholders for consideration of the proposed scheme of its amalgamation with M/s. Galven Techno Solutions Private LimitedTransferee Company. It is submitted by the learned counsel for the applicant that there are three shareholders to the applicant company and the entire shares of the company are held between the applicant company's three share holders as per the details mentioned below:

Sl.

No.

Name of the share holder No. of equity shares of Rs.10/- each Nominal Value Mr. K.Rama Mohan Rao, Ashok Nagar, Hyd-20 63,000 Rs.6,30,000 Mr.Gadde Babu Rao, Chipurupalli, Vizianagaram-002, AP 32,500 Rs.3,25,000 3.

Mrs. K.Lakshmi, Ashoknagar, Hyd-20 4,500 Rs. 45,000

Total 1,00,000 Rs.10,00,000 The above persons have given their consent by way of affidavits, which are at Ex.X.

Heard the learned counsel for the applicant and perused the record.

As per the certificate furnished by the Registrar of Companies and as per the balance sheet the authorised share capital of the transferor company is Rs.10,00,000/- divided into 10,000 equity shares of Rs.10/- each. As per the consent affidavits of the respective shareholders, the persons mentioned above are holding maximum shareholdings and as they have given consent / no objection for the proposed Scheme of Amalgamation, no useful purpose will be served by directing to convene the shareholders meeting and it is only a futile exercise. Therefore, the applicant has made out a case for dispensing with the meeting of its shareholders for consideration of the proposed scheme of its amalgamation with M/s. Galven Techno Solutions Private Limited.

Accordingly, the company application is allowed. __________________________________ JUSTICE CHALLA KODANDA RAM Dated: 10th February, 2016 Msnrx