The liability towards HDFC Bank Limited has however been cleared as is evident from the letter dated 16.10.2012 addressed by the HDFC Bank Limited. The only other secured creditor, Axis Bank Limited has furnished letter dated 08.10.2012 stating that it has no objection to the proposed amalgamation subject to approval from the statutory authorities and as long as there is no dilution in the securities offered for the sanctioned credit facility. The transferee company has also taken loans from 5 of its Directors and 14 of its shareholders. The loans from the Directors total Rs.1,75,50,000/- and loans from the shareholders total Rs.4,59,50,000/-. The letters of consent from the Directors and the shareholders of the company from whom such loans were taken are placed on record recording that they have given their consent to the scheme of amalgamation. The unsecured creditors of this company are 39 in number and the liability of the company to such unsecured creditors totals Rs.1,75,75,059.50 ps. Consent letters have been obtained from 19 of the 39 unsecured creditors, covering 89% of the liability of the company in this regard. As Section 391(2) of the Companies Act, 1956 requires approval by majority representing 3/4th in value of the creditors or class of creditors, etc., the consent letters obtained from these 19 unsecured creditors would meet the statutory requirement. In the light of the consent affidavits filed by the shareholders, secured creditors and unsecured creditors, convening of the meetings of such classes is rendered unnecessary.
