Lightning Enterprises Pvt. Ltd. v. -
IN THE HIGH COURT OF JUDICATURE AT BOMBAY
ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 16 OF 2015 In the matter of the Companies Act, and other relevant provisions of the Companies Act, 2013;
AND In the matter of Sections 391 to 394 of the Companies Act, 1956 and other relevant provisions of the Companies Act, 2013;
AND In the matter of Propose Scheme of Amalgamation LIGHTNING ENTERPRISES PRIVATE LIMITED, the Transferor Company with PROMETHEUS FINANCIAL & MANAGEMENT SERVICES PRIVATE LIMITED, the Transferee Company LIGHTNING ENTERPRISES PRIVATE LIMITED, a company incorporated under the Companies Act, 1956 having its registered office at 420, Maker Chambers Co-op. Society LtdV, Nariman Point, Mumbai - 400 021.
) ) ) ) ) ) ...Applicant Company.
Called Summons for Direction Mr. Rajesh Shah i/b M/s. Rajesh Shah & Co., Advocate for the Applicant Coram: S.J. Kathawalla, J.
Date: 23rd January, 2015 MINUTES OF THE ORDER UPON the application of the Applicant Company above named by a Summons for Direction AND UPON HEARING Mr. Rajesh Shah instructed by M/s. Rajesh Shah & Co., Advocate for the Applicant
Company, AND UPON READING the Affidavit dated 19th December, 2014 Mr. Jamshed Fali Variava, Director of the Applicant Company, in support of the Summons for Direction and the Exhibit therein referred to, IT IS ORDERED:- 1.
That the convening and holding 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 LIGHTNING ENTERPRISES PRIVATE LIMITED, the Transferor Company with PROMETHEUS FINANCIAL & MANAGEMENT SERVICES PRIVATE LIMITED, the Transferee Company is dispensed with in view of the consent given by both the Equity Shareholders of the Applicant Company, which are annexed as Exhibits 'C-1' to 'C-3' to the Affidavit in support of Summons for Direction.
2.
That the question of convening and holding of the meeting of Secured Creditors does not arise since there are no Secured Creditors of the Applicant Company as stated in paragraph 18 of the Affidavit in support of Summons for Direction. 3.
That 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
Amalgamation LIGHTNING ENTERPRISES PRIVATE LIMITED, the Applicant/ Transferor Company with PROMETHEUS FINANCIAL & MANAGEMENT SERVICES PRIVATE LIMITED, the Transferee Company, is dispensed with in view of the averments made in paragraph 19 of the Affidavit in support of the Summons for Direction inter alia stating that Unsecured Creditor will in no way be affected by the proposed Scheme of Amalgamation as the assets of the Applicant Company after the proposed amalgamation will be far more than its liabilities and that the Applicant undertakes to issue individual notice of date of hearing of Petition by Registered Post A. D. to its all Unsecured Creditors and also to publish the same in two local news papers viz. "Free Press Journal", in English language and translation thereof in "Navshakti", in Marathi language, both having circulation in Mumbai. The said undertaking is accepted.
(S. J.Kathawalla, J.)