Deepa Krishan, Member - (1.) This is an application filed by the Applicant Companies herein, namely Taco Consultants Private Limited (for brevity "Applicant Company-1/Transferor Company-1/Resulting Company-2") , Satin (India) Limited (for brevity "Applicant Company-2/Transferor Company-2/Resulting Company-3") } Niryas Food Products Private Limited (for brevity "Applicant Company-3/Transferor Company-3/ResuIting Company-4") , UV Associates Private Limited (for brevity "Applicant Company-4/Transferor Company- 4/Resulting Company-5") , Satin Media Solutions Limited (for brevity "Applicant Company-5/Transferor Company-5/Resulting Company-6") , Trishashna Holdings And Investments Private Limited (for brevity "Applicant Company-6/ Resulting Company-1") , Parishek Finance Private Limited (for brevity "Applicant Company-7/ Demerged Company-2") , Riwaaz Investments Private Limited (for brevity "Applicant Company-8/ Demerged Company-3") , and Parinita Investments Private Limited (for brevity "Applicant Company-9/ Transferee Company/Demerged Company- 1") under sections 230-232 of Companies Act, 2013, and other applicable provisions of the Companies Act, 2013 read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 in relation to the Scheme of Arrangement (hereinafter referred to as the "SCHEME") proposed amongst the applicants. The said Scheme is also annexed as Annexure "P-l" to the application. The applicants above named have preferred the instant application in effect for the following purpose as is evident from the reliefs sought for in the Application, namely;- Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders, Secured Creditors and Unsecured Creditorsoj Applicant Company-hinder the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders, Secured Creditors and Unsecured Creditors of Applicant Company-2 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders of Applicant Company-3 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders, Secured Creditors and Unsecured Creditors of Applicant Company-4 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders, Secured Creditors and Unsecured Creditors of Applicant Company-5 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders and Unsecured Creditors of Applicant Company-6 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders of Applicant Company-7 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders of Applicant Company-8 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate order(s) for dispensing with the convening and holding of the meetings of the Equity Shareholders, Secured Creditors and Unsecured Creditors of Applicant Company-9 under the provisions of the Section 232 of the Companies Act, 2013; Pass appropriate orders/directions to convene and hold a meeting of the Secured and Unsecured Creditors of the Applicant Company-3 at such time, date and venue as this Hon 'ble Tribunal may deem fit; and direct the appointment of one or more Chairperson and Alternate Chairperson for conducting such meeting of the Secured and Unsecured Creditors to be held on such terms as this Hon 'ble Tribunal may deem fit; and direct that the notice of the meeting be sent to the Secured and Unsecured Creditors in accordance with law and in such other manner as this Hon 'ble Tribunal may deem fit; and direct the publication of the notices in relation of the said meetings in Indian Express (English Edition) and Jansatta (Hindi Edition) ; Pass appropriate orders/directions to convene and hold a meeting of the Unsecured Creditors of the Applicant Company-7 at such time, date and venue as this Hon 'ble Tribunal may deem fit; and direct the appointment of one or more Chairperson and Alternate Chairperson for conducting such meeting of the Unsecured Creditors to be held on such terms as this Hon 'ble Tribunal may deem fit; and direct that the notice of the meeting be sent to the Unsecured Creditors in accordance with law and in such other manner as this Hon 'ble Tribunal may deem fit; and direct the publication of the notices in relation of the said meetings in Indian Express (English Edition) and Jansatta (Hindi Edition) ; Pass necessary orders or directions for dispensing with the publication of the notice (s) of the meetings of the said respective Pass such other or further orders as this Hon'ble Tribunal may just deem fit and proper in the facts and circumstances of the present case.
(2.) An Affidavit in support of the above application sworn for and on behalf of all the Applicant Companies has been filed by Mr. Harvinder Pal Singh being the Director of the respective Companies along with the application.
(3.) Learned 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. He represents that the scheme does not contemplate any corporate debt restructuring exercise as contemplated under Section 230(2) of the Act. It is further represented that a joint application filed by the applicants is maintainable in view of Rule 3(2) of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016.;