Meriton Infotech Pvt. Ltd. v. -
IN THE HIGH COURT OF JUDICATURE AT BOMBAY
ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SCHEME PETITION NO 160 OF 2016 CONNECTED WITH COMPANY SUMMONS FOR DIRECTIONS NO 211 OF 2016 In the matter of the Companies Act, 1956 (1 of 1956) (or re-enactment thereof upon effectiveness of Companies Act, 2013);
AND In the matter of 100 to 104 of the Companies Act, 1956;
AND In the matter of Reduction of Equity Share Capital of Meriton Infotech Private Limited MERITON INFOTECH PRIVATE ) LIMITED, a company incorporated ) under the Companies Act, 1956 and ) having its registered address at G-4, ) Khetan Bhavan, 198 Jamshedji Tata ) Road, Mumbai - 400 020, India )......Petitioner Company Called for Hearing Mr. Hemant Sethi, i/b. Hemant Sethi & Co., Advocates for the Petitioner. CORAM: B. P. Colabawalla, J DATE: 16th April, 2016 1.
Heard the learned counsel for the Petitioner. No objector has come before the court to oppose the Reduction of Equity Share Capital and nor any party has contravened any averments made in the Petition. 2.
The Counsel for the Petitioner submits that by Order dated 1st April, 2016 passed in Company Summons for Direction No 211 of 2016, the procedure prescribed under Section 101(2) of the Companies Act was dispensed with. 3.
The Counsel for the Petitioner further submits that the Petitioner Company has adopted Table F of the Companies Act, 2013. Clause 38 of Table F
empowers the Petitioner Company to reduce its share capital in any manner by passing Special Resolution in any manner for the time being authorised by law.
4.
The learned Counsel for the Petitioner states that the Petitioner Company have passed Special Resolution with requisite majority at its Extra Ordinary General Meeting held on 2nd February, 2016, to reduce upto a maximum of 91,00,000 (Ninety One Lakhs) Equity Shares of Rs. 10 each out of the existing paid up equity share capital of the Company of Rs. 14,43,80,370 (Rupees Fourteen Crores Forty Three Lakh Eighty Thousand Three Hundred and Seventy) divided into 1,44,38,037 (One Crore Forty Four Lakh Thirty Eight Thousand and Thirty Seven) Equity Shares of Rs. 10 each fully paid up, and that such reduction is effected by returning capital to the Equity shareholders upto an aggregate amount not exceeding Rs. 100,00,00,000 (Rupees Hundred Crores) and the shareholders who are entitled to such distribution shall be those whose names appear in the register of members of the Company on the date on which the said reduction is made effective. The Special Resolution passed by Equity Shareholders is annexed as Exhibit - F.
5.
Counsel appearing on behalf of the Petitioner Company states that the Petitioner has complied with all the statutory requirements as per the directions of this Court and they have filled necessary affidavit of compliance in the Court. Moreover, Petitioner Company also undertakes to comply with statutory requirements, if any, as required under the Companies Act, 1956 and the Rules made thereunder.
6.
No objector has come forward to oppose the proposed reduction. Since the requisite statutory procedure has been fulfilled, the Company Scheme Petition is made absolute in terms of prayer clauses (a) to (c). 7.
Filing and issue of drawn up order is dispensed with. 8.
All concerned parties to act on ordinary copy of order and the form of minutes annexed as Exhibit - 'K' to the Petition, duly authenticated by the Company Registrar, High Court, Bombay.
9.
Petitioner to publish notices in the same newspapers i.e., 'Free Press Journal' in English language and 'Navshakti' in Marathi language, both having circulation in Mumbai and also in the Maharashtra Government Gazette about registration of Order and minutes of reduction by the concerned Registrar of Companies, Maharashtra. (B. P. Colabawalla, J.) CERTIFICATE I certify that this Order uploaded is a true and correct copy of original signed order. Uploaded by: Shankar Gawde, Stenographer