Allowed

Trizetto Services India Private Limited. v. -----------------------------------------------

Bombay HC1 Oct 2013CSP/646/2013

Case brief

AI extract

What is this about?

This petition seeks confirmation of a capital reduction by Trizetto Services India Private Limited. The court noted no opposition and statutory compliance, leading to the making of the petition absolute. The reduction involves transferring surplus funds to the Securities Premium Account.

What did the court decide?

The petition for confirmation of reduction of capital is made absolute in terms of the prayer clauses.

Trizetto Services India Private Limited. Vs… — Company and Corporate | Bombay HC (2013)

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IN THE HIGH COURT OF JUDICATURE AT OMBAY

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ORDINARY ORIGINAL CIVIL JURISDICITON

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COMPANY SCHEME PETITION NO. 646 OF 2013

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In the matter of the Companies Act, 1956 (1 to 1956)

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AND

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In the matter of Section 78 and 100 to 103 of the Companies Act, 1956;

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AND

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In the matter of Reduction of Share

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Capital of Trizetto Services India Private Limited

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Trizetto Services India Private Limited }

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A Company incorporated under the Companies }

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Act, 1956 having its Registered Office at Office} No. 601, 602, ‘D’ Building, 6^th Floor, Weikfield}

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IT Citi Infopark, Nagar Road, Pune, 411014, } Maharashtra }...Petitioner company

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Called for Hearing

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Shruti Kelji i/b. Prachi Manekar, Advocate for the Petitioner

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Coram: N. M. JAMDAR, J Date: 1^st October, 2013

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P.C.:

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Heard the learned Counsel for the Petitioner. No objector has come to the Court to oppose the reduction and nor any party has controverted any averments made in the Petition.

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This is a Petition seeking confirmation of this Court for Reduction of Capital (paid-up Equity Capital) of Trizetto Services India Private Limited as approved in terms of the Special Resolution passed by the Shareholders of the Petitioner Company at their Extra Ordinary General Meeting held on 20^th February, 2013.

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Learned Advocate for the Petitioner submits that a Special Resolution was passed in its Extraordinary General Meeting held on 20^th February, 2013 which is annexed at EXHIBIT-“J” to the Petition, wherein it was resolved to reduce 3,18,444 Equity Shares of Rs. 10/- each aggregating Rs. 31,84,440/- each fully paid up as more particularly embodied in the said Special Resolution and to transfer the surplus amount of Rs. 31,84,440/- to the Securities Premium Account of the Petitioner Company. The Learned Advocate for the Petitioner Company states that as per stated in paragraph 9 of the Petition, the Reserve Bank of India vide letter dated 20th November, 2012 has stated that it has no objection to proposal of reducing the number of shares of the Petitioner Company. The Learned

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Advocate for the Petitioner Company states that as on date there are no Secured Creditor in the Petitioner Company. There was only one Unsecured Loan Creditor who is the Parent Company of the Petitioner Company. The Petitioner Company has 11 (Eleven) Unsecured creditors, and the said creditor not be affected as the total assets of the Petitioner Company are sufficient to discharge the liabilities and that the reduction will not adversely impact or prejudice to the said creditors as there is no financial outgo as per the averment made in paragraphs 11(a) and 12 of the Petition. The Learned Advocate further states that the reduction does not involve either diminution of liability in respect of unpaid share capital or the payment to any shareholder of any paid-up share capital. In view of that the procedure prescribed under Section 101(2) of the Companies Act was dispensed with vide order dated 23^rd August, 2013 passed in the Company Scheme Petition No. 646 of 2013.

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The Learned Counsel appearing on behalf of the Petitioner states that they have complied with all the statutory requirements as per the directions of this Court and they have filed necessary Affidavit of compliance in the Court. Moreover, Petitioner Company also undertakes to comply with the statutory requirements, if any, as required under the Companies Act, 1956 and the Rules made thereunder.

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None of the parties concerned has come forward to oppose the proposed reduction. Since the requisite statutory procedure has been fulfilled, the Petition is made absolute in terms of prayer clauses (a) to (c).

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Filing and issuance of drawn up order is dispensed with.

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All concerned parties to act on an authenticated copy of order and the Form of Minutes annexed as Exhibit–“M” to the Petition, duly authenticated by the Company Registrar, High Court, Bombay.

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The Petitioner to publish notices in the same newspapers i.e. “Sakal Times”, in English Language and translation thereof in “Sakal” in Marathi Language, both having circulation in Pune and also in the Maharashtra Government Gazette about registration of Order and Minutes of reduction by the concerned Registrar of Companies, Maharashtra, Pune.

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(N.M. Jamdar, J)

Trizetto Services India Private Limited. v. -----------------------------------------------

Case brief

What is this about?

What did the court decide?

Trizetto Services India Private Limited. v. -----------------------------------------------

Case brief

What is this about?

What did the court decide?

What the court decided

A compact analysis

Issues for consideration

Statutes considered

Parties & counsel

Coram

Case details

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