In a company application for amalgamation, the Bombay High Court dispensed with the need to convene meetings of equity shareholders and unsecured creditors, relying on consents annexed to the affidavit.
Dispense with convening meetings of shareholders and creditors for Scheme of Amalgamation approval.
This page shows the compact analysis of this judgement. The full analysis — procedural history, issue-by-issue holdings with ratio and obiter, advocates, and paragraph-level evidence for every claim — is being added to the record in batches and will appear here when this judgement has been through it.
IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION
COMPANY APPLICATION NO.210 OF 2009
In the matter of the Companies Act, 1956;
AND
In the matter of Sections 391 to 394 of the Companies Act, 1956;
AND
In the matter of Goodluck Millenium Trading & Marketing Pvt. Ltd (the “Transferor Company”), a company incorporated under the Companies Act, 1956 and having its registered office situated AB 01 / A, Neelam Centre, Hind Cycle Road, Worli, Mumbai – 400 030
AND
In the matter of Scheme of Amalgamation between Amazon Online Pvt. Ltd., Argentum Management Services Pvt. Ltd., Claridges Infotech Pvt. Ltd., Goodluck Millennium Trading & Marketing Pvt. Ltd., Tagg Cybertech Pvt. Ltd. (formerly known as IOL Cybertech Pvt. Ltd.), Kohinoor Merchandise Pvt. Ltd., Moksh Infotech Pvt. Ltd., Nebula Software Pvt. Ltd. AND Primier Millennium Trading & Marketing Pvt. Ltd. ( the “Transferor Companies”) AND Kenwood Infotech Pvt. Ltd (the “Transferee Company”) and their respective shareholders and creditors.
Goodluck Millenium Trading & Marketing } Pvt. Ltd (the “Transferor Company”), a } company incorporated under the Companies } Act, 1956 and having its registered office } situated at AB 01 / A, Neelam Centre } Industrial Premises, Basement, Hind Cycle } ...Applicant Company Road, Worli, Mumbai – 400 030.
Called Summons for Directions
Coram: S. J. Vazifdar, J
Date: 20th February 2009
Mr. Akshay Vani for Applicant
MINUTES OF THE ORDER
UPON the Application of the Applicant Company above named by a Summons for Directions AND UPON HEARING Mr. Akshay Vani, Advocate for Applicant Company, AND UPON READING the Affidavit dated 7th January 2009 of Mrs. Kanchan Dhuri, the Director of the Applicant Company, in support of Summons for Directions, IT IS ORDERED:-
Company, which are annexed as Exhibits “B1 to B4” to the Affidavit in support of the Summons for Direction.
Company Judge
2 issues framed by the court
whether convening shareholders meeting is required when consents are obtained
whether convening creditors meeting is required when consents are obtained under Section 391
1 provisions across 1 enactments
Goodluck Millenium Trading & Marketing Pvt. Ltd.
S. J. Vazifdar
As recorded by the court registry
Judgements on the same questions, provisions and authorities, from every court
