Delhi High Court
Multani Properties And ... vs ............... on 22 December, 2014
$~36
*IN THE HIGH COURT OF DELHI AT NEW DELHI
+ Co. Appl. (M) No. 172/2014
IN THE MATTER OF
MULTANI PROPERTIES AND INVESTMEN TS
COMPANY PRIVATE LIMITED ......Applicants
Through: Ms. Malini Sud and Ms. Aditi
Sharma, Advocates for the
Applicants.
CORA M:
HON'BLE MR. JUSTICE SANJEEV SACHDEVA
ORDER
% 22.12.2014
SANJEEV SACHDEVA, J (ORAL)
1. This is a first motion joint A pplication under Sections
391 and 394 of the Companies Act, 1956 ("Act") in
connection with the Scheme of Arrangement
("Scheme") of Multani Properties and Investments
Company Private Limited (hereinafter referred to as
Transferor Company) with H Thirty Six Enterprises
Private Limited (hereinafter referred to as Transferee
Company) (hereinafter collectively referred to as
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Applicant Companies). A copy of the proposed Scheme
has been enclosed along with the Application.
2. The registered offices of the Applicant Companies are
situated within the National Capital Territory of Delhi
and are within the jurisdiction of this Court.
3. The details with regard to the date of incorporation of
Applicant Companies, their Authorized, Issued,
Subscribed and Paid up Capital have been set out in the
present application.
4. Copies of the Memorandum and Articles of
Association as well as the latest audited Annu al
Accounts for the year ended 31 st March, 2014 of the
Applicant Companies have also been enclosed with the
present Application.
5. Learned Counsel for the Applicant Companies submits
that no proceeding under sections 235 to 251 of the Act
is pending against any of the Applicant Companies as
on the date of the present Application.
6. The proposed Scheme has been approved by the Board
of Directors of all the Applicant Companies. Copies of
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the Board Resolutions have been filed along with the
present Application.
7. The status of the Equity Shareholders, Share
Applicants, Secured and Un-secured Creditors of the
Transferor and Transferee Company is apparent from
the chart given below:-
Company Share- Consent Secured Consent Unsecured Consent
holders Given Creditors Given Creditors Given
Transferor 14 All Nil N.A 6 All
Company
Transferee 2 All Nil N.A 2 All
Company
8. In view of the above, a prayer has been made for
dispensation of the requirement of convening meetings
of Shareholders, Secured Creditors and Unsecured
Creditors of the Applicant Companies.
9. In view of the written consent/NOC given by all the
Shareholders of the Applicant Companies, the
requirement of convening meeting of the Shareholders of
the Applicant Companies is dispensed with.
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10. Since there are no Secured Creditors in the Applicant
Companies, the requirement for convening meetings of
the Secured Creditors of the Applicant Companies does
not arise.
11. In view of the written consent/NOC given by all the
Unsecured Creditors of the Applicant Companies, the
requirement of convening meeting of the Unsecured
Creditors of the Applicant Companies is dispensed with.
12. The Application stands allowed in the aforesaid terms.
Order Dasti.
SANJEEV SACHDEVA, J
DECEMBER 22, 2014
st
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