Disposed

Danashmand Organic Pvt. Ltd. v. -----------------------------------

Bombay HC29 Jan 2010CSD/67/2010

Case brief

AI extract

What is this about?

The High Court dispensed with the requirement to convene shareholder and creditor meetings for a Scheme of Amalgamation, accepting undertakings that consents were obtained and notices to remaining creditors would be issued thereafter.

What did the court decide?

The convening of meetings of equity shareholders, secured creditors, unsecured creditors, and trade creditors for the proposed Scheme of Amalgamation was dispensed with.

Danashmand Organic Pvt. Ltd. Vs… — Company and Corporate | Bombay HC (2010)

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IN THE HIGH COURT OF JUDICATURE AT BOMBAY

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ORDINARY ORIGINAL CIVIL JURISDICTION

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COMPANY SUMMONS FOR DIRECTIONS NO. 67 OF 2010

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In the matter of Companies Act, 1956;

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And

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In the matter of Sections 391 to 394 of the Companies Act, 1956;

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And

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In the matter of Scheme Of Amalgamation of Avantika Morarji Chemicals Private Limited;

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And

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Dinavanti Morarji Chemicals Private Limited;

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With

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Danashmand Organic Private Limited;

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Danashmand Organic Private Limited ] A Company incorporated under ] The Companies Act, 1956 having ] Its Registered Office at 1/292 Manhas ] Mansion, Vidya Nagari Marg, Kalina, ] Mumbai 400 098. ] … Applicant.

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Called Summons for Directions.

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CORAM : S. J. Kathawalla J.

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DATE : 29^th January, 2010.

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Ananth Iyengar Advocate for the Applicant.

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MINUTES OF THE ORDER

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UPON the application of the Applicant Company by Summons for Directions AND UPON HEARING Ananth Iyengar, Advocate for the Applicant and UPON READING the Affidavit dated 23^rd day of December, 2009 of Davindersingh Minhas, Director of the Applicant Company, in support of the Summons for Directions, IT IS ORDERED THAT:

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[1] 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 (1) Avantika Morarji Chemicals Private Limited and (2) Dinavanti Morarji Chemicals Private Limited with Danashmand Organic Private Limited is dispensed with in view of consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits H-1 to H-5 to the affidavit in support of Summons for Directions:

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[2] The convening and holding the meeting of the only Secured Creditor of the applicant company, for the purpose of considering, and if thought fit, for approving, with or without modification(s), the proposed Scheme of Amalgamation of (1) Avantika Morarji Chemicals Private Limited and (2) Dinavanti Morarji Chemicals Private Limited with Danashmand Organic Private Limited is dispensed with in view of the averments made in paragraph 26 of the affidavit in support of the Summons for Directions. The Applicant undertakes either to obtain consent of its only Secured Creditor or to issue notice of hearing of petition by Registered Post A.D. to the said Secured Creditor. The said Undertaking is accepted;

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[3] The convening and holding the meeting of the Unsecured Creditors of the Applicant Company, for the purpose of considering, and if thought fit, for approving, with or without modification(s), the proposed Scheme of Amalgamation of (1) Avantika Morarji Chemicals Private Limited and (2) Dinavanti Morarji Chemicals Private Limited with Danashmand Organic Private Limited is dispensed with in view of consents given by all the Unsecured Creditors of the Applicant Company which are annexed as Exhibits J-1

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to J-4 to the affidavit in support of Summons for Directions;

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[4] The convening and holding the meeting of the Sundry/Trade Creditors of the applicant company, for the purpose of considering, and if thought fit, for approving, with or without modification(s), the proposed Scheme of Amalgamation of (1) Avantika Morarji Chemicals Private Limited and (2) Dinavanti Morarji Chemicals Private Limited with Danashmand Organic Private Limited is dispensed with in view of the averments made in paragraph 28 of the affidavit in support of the Summons for Directions. The Applicant undertakes to issue individual notice of hearing of petition by Registered Post A.D. to all its Sundry/Trade Creditors. The said Undertaking is accepted;

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(S.J. Kathawalla, J.)

Danashmand Organic Pvt. Ltd. v. -----------------------------------

Case brief

What is this about?

What did the court decide?

Danashmand Organic Pvt. Ltd. v. -----------------------------------

Case brief

What is this about?

What did the court decide?

What the court decided

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