COMPANY APPLICATION NO. 483 OF 2011
IN THE HIGH COURT AT CALCUTTA
ORIGINAL JURISDICTION.
IN THE MATTER OF :
MALWA MERCANTILE LIMITED & ANR.
BEFORE
The Hon’ble Justice I. P. Mukerji
Date : 9th June, 2011.
Appearance :
Ms. Debasri Dutta, Adv.
The Court : Each of the Equity Shareholders of the
Applicant Company Nos.1, 2, 3 and 4 has given written consent
to dispense with the meeting of the shareholders of the Applicant
Companies for the purpose of considering and approving the
proposed Scheme of Amalgamation and have also consented to
the proposed Scheme of Amalgamation between MALWA
MERCANTILE LIMITED, ALB LEASING AND FINANCE LIMITED,
BHULLAR AGRO FARMS PRIVATE LIMITED, GOODWARD
TIEUP PRIVATE LIMITED, LIBERAL TIEUP PRIVATE LIMITED,
LOMBARD VANIJYA PRIVATE LIMITED, SATYAM VINIMAY
PRIVATE LIMITED and KARAMJEET SINGH & COMPANY
LIMITED. Applicant Nos. 1, 2, 3, 4 have 12, 24, 3, 3
shareholders respectively. They are clearly held companies.
2
However, a meeting has to be held by the said shareholders
of the Applicant Company No.1, Applicant Company No.2,
Applicant Company No.3 and Applicant No.4 in accordance with
Section 391 of the Companies Act, 1956. In my opinion such
meeting can be informal, dispensing with all formalities.
Mr. Rudraman Bhattacharya, Advocate, Bar Library Club
be appointed as a Special Officer for the purpose of ascertaining
the views of the shareholders of the Applicant Company Nos.1
and 2 in relation to consenting and/or approving the proposed
Scheme of Amalgamation. The Special Officer shall meet the
Equity Shareholders and shall file his report before the Court by
29th June, 2011 when the matter shall appear in the list as
“Company Matters New”. The Special Officer will be paid
remuneration assessed at Rs. 15,000/-.
Mr. Rajarshi RaiChoudhury, Advocate, Bar Association
Room No. 2 be appointed as a Special Officer for the purpose of
ascertaining the views of the shareholders of the Applicant
Company Nos.3 and 4 in relation to consenting and/or
approving the proposed Scheme of Amalgamation. The Special
Officer shall meet the Equity Shareholders and shall file his
report before the Court by 29th June, 2011 when the matter shall
appear in the list as “Company Matters New”. The Special Officer
will be paid remuneration assessed at Rs. 15,000/-.
3
In view thereof, all formalities for convening and holding
meetings of shareholders of the Applicant Companies including
publication of advertisement in the newspapers convening the
meeting of shareholders are dispensed with.
Special Officers and all parties concerned are to act on a
signed photocopy of this order upon the usual undertakings.
(I.P.MUKERJI, J.)
TR/
