KANYAKUMARI SOFTECH PRIVATE Vs. NIL

JUDGEMENT

(1.) THE applicant, a company incorporated under the Companies Act, 1956, having its registered office in the State of Karnataka, hereinafter referred to as 'transferee company', has presented this application for an order to dispense with the convening of separate meetings of its shareholders, secured and unsecured creditors, over consideration of the scheme of arrangement, Annex.G, whereunder M/s. Kanyakumari Builders Pvt. Ltd., the transferor company is to demerge a division of its undertaking and to merge it with the applicant- company, which is the resultant company.

(2.) THE affidavit of Deepak B. Raheja, said to be the Director of the applicant-company, sets out material particulars of the applicant-company; its incorporation; memorandum and articles of association; the authorized share capital; the issued, subscribed and paid-up share capital; and the main objects.

(3.) AT paragraph 8, it is stated that clause 5 of the memorandum of association of the applicant-company permits entering in to a scheme of arrangement. The material particulars of the transferor company are morefully set out in paragraphs 9 and 10 of the affidavit. At paragraph 14, it is stated that under the scheme of arrangement, the entire assets and liabilities of the demerged undertaking of the transferor company will be taken over by the applicant-company with effect from 1/4/2011 as a going concern.