Golden Ark Real Estates Pvt. Ltd. v. -
IN THE HIGH COURT OF JUDICATURE AT BOMBAY
ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO 776 OF 2015 In the matter of the 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 Golden Ark Real Estates Private Limited and New India TransTrade Limited with Elder Builders Private Limited and their respective shareholders Golden Ark Real Estates Private Limited, a company ) incorporated under the provisions of the Companies Act, ) 1956 having its Registered Office at A/612, Dalamal Towers, ) 211, Nariman Point, Mumbai 400 021, Maharashtra ) ...Applicant Company Called Summons for Direction for hearing Mr. Hemant Sethi with Mr. Ajit Singh Tawar i/b. M/s Hemant Sethi & Co., for Applicant Coram: S. C. Gupte, J.
Date: 9TH OCTOBER 2015 MINUTES OF THE ORDER UPON the application of the Applicant Company above named by a Summons for Directions AND UPON HEARING Mr. Hemant Sethi instructed by M/s. Hemant Sethi & Co., Advocates for the Applicant Company, AND UPON READING the
Affidavit dated 25th August, 2015 of Mr. T. V. Dwaraknath, Authorised Signatory of the Applicant Company, in support of Summons for Directions and the Exhibits referred therein, IT IS ORDERED THAT:
1. The convening and holding of the meeting of 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 Golden Ark Real Estates Private Limited and New India TransTrade Limited with Elder Builders Private Limited and their respective shareholders, is dispensed with in view of consent given by both the Equity Shareholders of the Applicant Company which are annexed as Exhibits 'C-1' and 'C-2' to the Affidavit in support of Company Summons for Direction.
2. The convening and holding of the meeting of 6% Cumulative Redeemable Preference 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 Golden Ark Real Estates Private Limited and New India TransTrade Limited with Elder Builders Private Limited and their respective shareholders, is dispensed with in view of consent given by all the Seven (7) 6% Cumulative Redeemable Preference Shareholders of the Applicant Company which are annexed as Exhibits 'D-1' to 'D-7' to the Affidavit in support of Company Summons for Direction.
3. The convening and holding of the meeting of 1% Non-cumulative Redeemable Preference 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 Golden Ark Real Estates Private Limited and New India TransTrade Limited with Elder Builders Private Limited and their respective shareholders, is dispensed with in view of consent given by all the three (3) 1% Non-cumulative Redeemable Preference Shareholders of the Applicant Company which are annexed as
Exhibits 'E-1' to 'E-3' to the Affidavit in support of Company Summons for Direction.
4. The question of convening and holding the meeting of Secured Creditors does not arise since there are no Secured Creditors in the Applicant Company as stated in paragraph 15 of the Affidavit in support of Summons for Direction.
5. The convening and holding of 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 Golden Ark Real Estates Private Limited and New India TransTrade Limited with Elder Builders Private Limited and their respective shareholders, is dispensed with in view of consent given by the sole Unsecured Creditor of the Applicant Company which is annexed as Exhibit 'F-1' to the Affidavit in support of Company Summons for Direction. (S C Gupte, J) CERTIFICATE I certify that this Order uploaded is a true and correct copy of original signed order. Uploaded by: Shankar Gawde, Stenographer