Fiitjee Ltd. Vs
Case brief
What is this about?
The Court allowed an application seeking dispensation from convening creditors' and members' meetings under Section 391(1) of the Companies Act, 1956 for a proposed demerger scheme due to overwhelming written consents. A single judge sanctioned the exigrity of meetings for FIITJEE Limited and Edfora Edtech Private Limited.
What did the court decide?
The requirement of convening meetings of equity shareholders and secured/unsecured creditors to approve the proposed Scheme of Arrangement was dispensed with.
What the court decided
IN THE HIGH COURT OF DELHI COMPANY APPLICATION (MAIN) NO. 39/2016
Reserved on 23rd May, 2016 Date of pronouncement: 27th July, 2016
In the matter of
The Companies Act, 1956 & the Companies Act, 2013 (to the extent applicable):
And
Application under Section 391(1) of the Companies Act, 1956
Scheme of Arrangement between:
FIITJEE Limited
Applicant/Demerged Company
AND
Edfora Edtech Private Limited
Applicant/Resulting Company
Issues for consideration
3 issues framed by the court
Whether the requirement of convening meetings of equity shareholders and creditors can be dispensed with given the high percentage of written consents.
Whether the proposed share exchange ratio under the Scheme of Arrangement is feasible.
Whether the applicants are eligible to invoke powers under Section 391(1) of the Companies Act, 1956 for a demerger.
Parties & counsel
- applicant
FIITJEE Limited
- applicant
Edfora Edtech Private Limited
Coram
SUDERSHAN KUMAR MISRA
Case details
As recorded by the court registry
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