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IN THE MATTER OF M/S RAHMAN EXPORTS (P) LTD. versus O.L

High Court of Judicature at Allahabad

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In The Matter Of M/S Rahman Exports (P) Ltd. v. O.L - COMPANY PETITION No. 6 of 2005 [2005] RD-AH 7851 (20 December 2005)

 

This is an UNCERTIFIED copy for information/reference. For authentic copy please refer to certified copy only. In case of any mistake, please bring it to the notice of Joint Registrar(Copying).

HIGH COURT OF JUDICATURE OF ALLAHABAD

(Court No.51)

Company Petition No. 6 of 2005

(Under section 391 read with Section 394 of the Companies Act 1956)

Connected with

Company Application No. 14 of 2004

(Under section 391 read with Section 394 of the Companies Act 1956)

In the matter of

M/s Rahman Exports (P) Ltd.

Its members, an existing company within the meaning of and governed by Companies Act and having its registered Office at 184/167, Wajidpur, Jajmau Kanpur ............ Transferee Company

And

In the matter of

1 M/s Rahman Corporation Ltd.

and its members hereafter referred to as (RCL) 184/167, Wajidpur, Jajmau Kanpur ........ Transferor Company No.1

2 Nadkam Exports India Private Limited

(Hereinafter referred to as (NEPL) UPSIDC Industrial Area, Site III, Unnao. .........Transferor Company No.2                                                                                          

Hon'ble S.U.Khan J

Initially this company petition was filed only on behalf of M/s Rahman Exports (P) Ltd. Transferee Company, however later on amendment application was filed which has been allowed today and the petition stands converted into a petition by the transferee company as well as the two aforesaid transferor companies.

Earlier on company application No. 14 of 2004 by the same parties an order was passed by me on 29.9.2004, directing for holding the meetings of the equity shareholders and creditors of the transferee company on 20.11.2004 (through another order dated 14.12.2004, date of the meeting was refixed as 15.1.2005). Through the said order meetings of equity shareholders of both the aforesaid transferor companies were dispensed with and it was also observed in the said order that there were no creditors of any of the transferor companies. The aforesaid meetings of share holders and creditors of transferee company were to be held for consideration and if thought it for approving with or without modification the proposed scheme of amalgamation which is annexure 1 to this company petition.

In consequence of the orders passed on aforesaid company application, meetings were held. The Chairmen (i.e Sri Ashok Mehta and Sri P.K.Singhal) appointed for the said meetings have filed their affidavits, according to which sufficient quorum was there and scheme of amalgamation was approved without any modification. Company Secretary has also filed affidavit to the effect that every thing was done in order and strictly in accordance with the directions given in my earlier order dated 29.9.1004 as modified by order dated 14.12.2004. Official Liquidator has filed its report being O.L. Report no. 68 of 2005 giving no objection to the scheme of amalgamation. Affidavit of Sri U.C.Nahta, Regional Director, Northern Region, Ministry of Company Affairs has also filed affidavit raising no substantial objection. In respect of objection raised in para 4.1 of the said affidavit regarding extension of the period for sanctioning the proposed scheme of amalgamation, learned counsel for the petitioner has stated that resolutions extending the period for the said purpose till 31.12.2005 have been passed. In this regard supplementary affidavit of Sri Kamran Rahman, Director of one of the aforesaid companies has also been filed annexing therewith copies of resolutions of all the three companies.

Notices have been duly published in the daily Hindi newspaper ''Dainik Jagran' published from Kanpur and daily English newspaper ''Times of India' published from Lucknow as directed by order-dated 31.3.2005.

No objection is taken by any person to the aforesaid scheme of amalgamation.

Company petition is therefore allowed.

Scheme of amalgamation stands confirmed by the court.

Let the formal order be prepared by the office within two weeks and filed before the Registrar of the Companies within the statutory period.

Waqar

20.12.2005


Copyright

Reproduced in accordance with s52(q) of the Copyright Act 1957 (India) from judis.nic.in, indiacode.nic.in and other Indian High Court Websites

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