Partly allowed

Marketgate Dimensions Research India Pvt. Ltd. v. -

Bombay HC8 Sept 2016CSD/627/2016

Case brief

AI extract

What is this about?

Single judge of the Bombay High Court passed an order under the Companies Act, 1956 dispensing with the requirement to convene shareholder and creditor meetings for a scheme of amalgamation, based on written consents and negligible creditor amounts. It also noted the absence of secured creditors.

What did the court decide?

Dispensed with convening meetings of equity shareholders and unsecured creditors for the scheme approval; noted no secured creditors.

Marketgate Dimensions Research India Pvt. Ltd. Vs - — Company and Corporate | Bombay HC (2016)

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IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 627 OF 2016

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IN THE MATTER OF:

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The Companies Act, 1 of 1956;

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IN THE MATTER OF :

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Section 391 to 394 of the Companies Act, 1956;

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IN THE MATTER OF:

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Scheme of Amalgamation of MARKETGATE

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CONSULTING PRIVATE LIMITED, the

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Transferor Company

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WITH

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MARKETGATE DIMENSIONS RESEARCH

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INDIA PRIVATE LIMITED, the Transferee

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And each of their respective shareholders

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MARKETGATE DIMENSIONS RESEARCH INDIA ) PRIVATE LIMITED, a company incorporated under the ) Companies Act, 1956 having its registered office ) At 507-A, 5^th Floor, Kakad Chambers, Dr. Annie )

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Besant Road, Worli, Mumbai – 400 018 ) …Applicant Company

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Called : Summons for Direction

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CORAM: A. K. Menon J.

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Date: 8^nd September, 2016

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Abhijeet Shinde, Advocate

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i/b M/s Trilegal, Advocate for the Applicant

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MINUTES OF THE ORDER

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UPON the application of the Applicant Company above named by a Summons for DIRECTION AND UPON HEARING M/s. i/b Trilegal, Advocate for the Applicant Company UPON READING the Affidavit dated 30 January, 2016 of Mr. Venkatesh Bangera, authorized

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signatory of the Applicant Company, in support of the Summons for Direction and Exhibits therein referred to, IT IS ORDERED:

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That the convening and holding of the meeting of the Equity Shareholders of the Applicant Company to consider and approve the proposed Scheme of Amalgamation of MARKETGATE DIMENSIONS RESEARCH INDIA PRIVATE LIMITED, the Applicant/Transferor Company with, MARKETGATE CONSULTING PRIVATE LIMITED the Transferee Company is dispensed with in view of the consents given by each of the Equity Shareholders of Applicant Company, which are annexed as “G-1” to “G-4” to the Affidavit in support of Summons for Directions.

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That the convening and holding of the meeting of the Unsecured Creditors of the Applicant Company to consider and approve the proposed Scheme of Amalgamation of MARKETGATE DIMENSIONS RESEARCH INDIA PRIVATE LIMITED, the Applicant/Transferor Company with, MARKETGATE CONSULTING PRIVATE LIMITED the Transferee Company is dispensed with in view of the negligible amounts of an aggregate of INR 21,31,583 as on 31 December, 2015 which is owed by the Applicant Company to such unsecured creditors which are annexed as Exhibit “H” and the undertaking by the Applicant Company that such unsecured creditors will be provided with a written intimation of the Proposed Scheme of Amalgamation of the Applicant Company with the Transferee Company.

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The question of convening and holding of the meeting of the Secured Creditors of the Applicant Company to consider and approve the proposed Scheme of Amalgamation of MARKETGATE DIMENSIONS RESEARCH INDIA PRIVATE LIMITED, the Applicant/Transferor Company with, MARKETGATE CONSULTING PRIVATE LIMITED the Transferee Company does not arise since there are no secured creditors as stated in paragraph no 17A of the affidavit in support of the Summons for Directions.

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(A. K. Menon J.)

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CERTIFICATE

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I certify that the Order uploaded is true and correct copy of the original signed Order.

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Uploaded by: Shankar Gawade, Stenographer

Marketgate Dimensions Research India Pvt. Ltd. v. -

Case brief

What is this about?

What did the court decide?

Marketgate Dimensions Research India Pvt. Ltd. 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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