Nandalal Fruit Processors Private Limited v. 0
IN THE HIGH COURT OF JUDICATURE AT BOMBAY
ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 494 OF 2015 In the matter of Companies Act, 1956 (1 of 1956);
AND In the matter of Sections 391 to 394 of the Companies Act, 1956;
AND In the matter of Scheme of Amalgamation of Nandalal Fruit Processors Private Limited WITH Kamdhenu Pickles and Spices Industries Private Limited AND Their respective shareholders Nandalal Fruit Processors Private Limited ) a company incorporated under ) the Companies Act, 1956 ) having its registered at ) 1379 Bhayani Pethkrishi, ) Bhayan, Pune 411042 ) ... Applicant Company Called for Summons for Directions for hearing Mr. Abhimanyu Kharote, i/b. Ms. Prachi Manekar & Mr. Shalabh Krishnan, Advocates for the Applicant
Coram: S. C. Gupte J.
Date: 03rd July, 2015 MINUTES OF THE ORDER UPON the Application of the Applicant Company above named by a Company Summons for Directions AND UPON HEARING Mr. Abhimanyu Kharote instructed by Ms. Prachi Manekar & Mr. Shalabh Krishnan, Advocates for the Applicant Company AND UPON READING the Affidavit dated 5th January, 2015 of Mr. Narendra Nensukh Navlakha, Director of the Applicant Company, in support of Company Summons for Directions and the Exhibits therein referred to, IT IS ORDERED THAT:
1. The convening and holding of the meeting of the Equity Shareholders of the Applicant Company for the purpose of considering and, if thought fit, approving, with or without modification(s), the proposed Scheme of Amalgamation of Nandalal Fruit Processors Private Limited with Kamdhenu Pickles and Spices Industries Private Limited and their respective Shareholders, is dispensed with in view of the consent given by all the five Equity Shareholders of the Applicant Company, which are annexed as Exhibits C-1 to C-5 to the Affidavit in support of Company Summons for Direction.
2. The convening and holding of meeting of the Secured Creditors of the Applicant Company for the purpose of considering and, if thought fit, approving, with or without modification(s), the proposed Scheme of Amalgamation of Nandalal Fruit Processors Private Limited with Kamdhenu Pickles and Spices Industries Private Limited and their respective Shareholders, is dispensed with in view of the averment made in Paragraph 14 of the Affidavit in support of the Company Summons for Directions inter alia stating that there is no arrangement and/or compromise with the Secured Creditors and their rights will not be affected by the proposed Scheme of Amalgamation and
the Applicant Company undertakes to issue individual notice of the date of hearing of the Company Scheme Petition by R.P.A.D to all its Secured Creditors and also publish the same in two local daily newspapers viz 'Economic Times' in English language and translation thereof in 'Maharashtra Times' in Marathi language, both having circulation in Pune. The said undertaking is accepted.
3. The convening and holding the meeting of the Unsecured Creditors of the Applicant Company for the purpose of considering and, if thought fit, approving, with or without modification(s), the proposed Scheme of Amalgamation of Nandalal Fruit Processors Private Limited with Kamdhenu Pickles and Spices Industries Private Limited and their respective Shareholders, is dispensed with in view of the averment made in Paragraph 15 of the Affidavit in support of the Company Summons for Directions inter alia stating that there is no arrangement and/or compromise with the Unsecured Creditors and their rights will not be affected by the proposed Scheme of Amalgamation and the Applicant Company undertakes to issue individual notice of the date of hearing of the Company Scheme Petition by R.P.A.D to all its Unsecured Creditors and also publish the same in two local daily newspapers viz 'Economic Times' in English language and translation thereof in 'Maharashtra Times' in Marathi language, both having circulation in Pune. The said undertaking is accepted.
(S. C. Gupte, J.)