Company Application No. 504 of 2011
In the High Court at Calcutta
Original Jurisdiction
IN THE MATTER OF :
GLOBAL OVERSEAS LIMITED & ANR.
BEFORE
The Hon'ble JUSTICE I. P. MUKERJI
Date: 16th day of MAY, 2011
Ms. Subhra Das, Advocate appear
THE COURT : The meetings of the Equity Shareholders of GLOBAL
OVERSEAS LIMITED (the Applicant Company No.1), being the TRANSFEROR
COMPANY and GLOSS TRADER PRIVATE LIMITED (the Applicant Company
No.2) being the TRANSFEREE COMPANY) shall be convened and held at the
office of its Advocate-on-Record M/s. Mukherjee Agarwalla & Co., Advocates,
7C, Kiran Shankar Roy Road, Ground floor, Kolkata- 700001 on 6th day of
June, 2011 at 1.00 P.M. and 1.15 P.M. respectively for the purpose of
considering, and, if thought fit, approving, with or without modifications, the
proposed Scheme of Amalgamation of the Applicant Company No.1, being the
Transferor Company with the Applicant Company No.2, being the Transferee
Company. Since all the shareholders of the respective companies have already
considered and given their consents in writing to the Scheme, such meetings
may be held at short notice.
At least 3 (three) days before the meeting to be held as aforesaid, a Notice
convening the said meetings at the place and time as aforesaid together with a
copy of the said Scheme, a copy of the Statement under Section 393 of the
Companies Act, 1956 and the prescribed form of Proxy be sent and received by
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ordinary post or by hand through personal messenger addressed to each of the
said Equity Shareholders of the Applicant Companies at their respective or last
known addresses.
The advertisement of the notice of the meetings is dispensed with. The
settlement of the individual notice, including statement to accompany the
notice by the Assistant Registrar (Company) of this Court is also dispensed
with.
Mr. Jibon Hari Mullick, Advocate, Bar Association No.1 shall be the
Chairperson of the said meetings of the Equity Shareholders of the Applicant
Company No.1, being the Transferor Company to be held as aforesaid at a
remuneration of 600 G.Ms.
Mr. Ashis Das, Advocate Bar Association No.15 shall be the Chairperson
of the said meetings of the Equity Shareholders of the Applicant Company No.2,
being the Transferee Company to be held as aforesaid at a remuneration of
600 G.Ms.
In default of one the other may act.
The Chairpersons appointed for the said meetings or any person
authorized by them do issue and send out the notices of the meetings referred
to above.
The quorum for the said meetings of the Equity Shareholders of the
Applicant Company No.1 shall be 4 (four) and the Applicant Company No.2, the
Transferee Company shall be 2(two) persons present either personally or by
proxy.
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Voting by proxy be permitted, provided that a proxy in the prescribed
form duly signed by the person(s) entitled to attend and vote at the meetings, is
filed with the Applicant Companies at its registered office not later than forty
eight hours before the meetings. The Chairperson shall have the power to
adjourn the meetings, if necessary.
The value of each member shall be in accordance with the books of the
Applicant Companies and, where entries in the books are disputed, the
Chairperson shall determine the value for the purpose of the meetings.
The Chairpersons do report to this Court the results of the said meetings
within two week from the date of the conclusion of the said meetings and the
report shall be verified by their affidavit.
Summons be signed as of date. C.A.No. 504 of 2011 is disposed of.
The Chairpersons and all parties concerned are to act on a photostat
signed copy of this order on the usual undertakings.
[I.P. Mukerji, J.]
pkd.
Asstt.Registrar[C.R.]