- (1.) This Application has been jointly filed by the Applicant Companies, namely, 3 Way Techno Foods Private Limited ("Transferor Company No. 1/Applicant No. 1"), Affe Technologies Private Limited ("Transferor Company No. 2/Applicant No. 2"), General Clothiers Private Limited ("Transferor Company No. 3/Applicant No. 3"), Baba Ceramics Limited ("Transferor Company No. 4/Applicant No. 4"), DS Canpack Private Limited ("Transferor Company No. 5/Applicant No. 5"), Baba Galva Private Limited ("Transferor Company No. 6/Applicant No. 6"), Baba Tobacco Limited ("Transferor Company No. 7/Applicant No. 7"), Aar Ess International Private Limited ("Transferor Company No. 8/Applicant No. 8") and Dharampal Premchand Limited ("Transferee Company/Applicant No. 9"), under sections 230 and 232 of the Companies Act, 2013 read with the Companies (Compromises, Arrangement and Amalgamations) Rules, 2016 and the National Company Law Tribunal Rules, 2016, duly supported by the separate affidavits of the Applicant Companies, for seeking appropriate orders/directions for dispensing with/convening of the respective meetings of Shareholders, Secured Creditors and Un-secured Creditors of the Applicant Companies, in connection with the proposed Scheme of Amalgamation of all the Transferor Companies with Dharampal Premchand Ltd. (Transferee Company). The Scheme of Amalgamation proposed between all Applicants Companies (hereinafter referred to as the "SCHEME") has been placed on record along with the joint Application.
(2.) Affidavits in support of the above joint application sworn for Transferor Company No. 1 by one Ahutosh Premswarup Gupta, for Transferor Company No. 2 by one Mr. Ritesh Kumar, for Transferor Company No. 3 by one Mr. Raghav Kumar, for Transferor Company No. 4 by one Ritesh Kumar, for Transferor Company No. 5 by one Mr. Gaurav Gupta, for Transferor Company No. 6 by one Mr. Ravinder Kumar, for Transferor Company No. Ravinder Kumar and for Transferee Company by one Mr. Ravinder Kumar, all being the Directors of the respective Companies have also been filed along with the application. Counsel for the joint applicants took us through the averments made in the application as well as the typed set of documents annexed there with.
(3.) Learned Counsel represents that the Scheme does not contemplate any corporate debt restructuring exercise as provided under Section 230(2) of the Act. It is further represented that a joint application filed by the applicants are maintainable in view of Rule 3(2) of the Companies (Compromises, Arrangements and Amalgamations) Rules 2016 and it is also represented that the registered office of all the applicant companies are situated within the territorial jurisdiction of this Tribunal and falling within the ambit of Registrar of Companies, NCT, New Delhi.;