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COMA/543/2008 3/ 3 ORDER
IN
THE HIGH COURT OF GUJARAT AT AHMEDABAD
COMPANY
APPLICATION No. 543 of 2008
======================================
POWER
BUILD ELECON GEARS LTD - Applicant
Versus
.
- Respondent
======================================
Appearance
:
MR NK PAHWA for Applicant.
None
for Respondent.
======================================
CORAM
:
HONOURABLE
MR.JUSTICE K.A.PUJ
Date
: 14/10/2008
ORAL ORDER
The
applicant Power Build Elecon Gears Limited is the Transferor
Company in the Scheme of Amalgamation of Power Build Elecon Gears
Limited with Power Build Limited. Power Build Elecon
Gears Limited has filed the present application seeking dispensation
of the meeting of shareholders, sole secured creditor and unsecured
creditors on the ground that consent of all the shareholders and the
sole secured creditor were obtained. It is also stated that the
applicant has obtained 94.01% consents of unsecured creditors and
under the Scheme of Companies Act, 1956, it is more than the
statutory majority required under Section 391 (1) of the Act. The
applicant has also produced the certificate of the Chartered
Accountant certifying that the consents of 94.01% of the unsecured
creditors have been obtained.
It
is stated on behalf of the applicant that this Court has dispensed
with the meeting of shareholders and creditors where consents of
more than the statutory majority are obtained. A reference in this
regard is made to the order made by this Court in Company
Application No.205 of 2008, order made in Company Application No.664
of 2006 and other matters. The applicant, therefore, prays for
dispensation of the meeting of the unsecured creditors also.
Mr.
Pahwa, learned advocate appearing for the applicant submits that the
consents of all the shareholders of the applicant Company have been
obtained in writing which are produced at Annexure ‘D’ Colly between
page 86 to 93. The consent of the sole secured creditor is produced
at page No.94, the consents of the unsecured creditors are produced
at page No.95 to 170. The certificate of M/s. C. F. Patel &
Company, Chartered Accountants is produced at page No.171. It is
stated on behalf of the applicant that there are no other
shareholders and secured creditors of the applicant Company.
In
view of the fact that consent of all the shareholders and the sole
secured creditor has been obtained and as the consents of the
unsecured creditors which are obtained by the applicant is above the
statutory majority under Section 391 (1) of the Act, the meetings of
the shareholders, secured and unsecured creditors of the applicant
Company is ordered to be dispensed with.
The
present application is accordingly disposed of.
Sd/-
[K. A. PUJ, J.]
Savariya
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