JUDGEMENT
R.P. Nagrath, Member -
(1.) This is the First Motion application jointly filed with regard to the Scheme of amalgamation (Annexure-C) of Premier Plasmotec Private Limited, i.e., Transferor Company with Evershine Plasmotec Private Limited, i.e., Transferee Company. Learned counsel for the Applicant Companies has handed over the documents comprising of the list of secured creditors of the Transferor Company and list of trade creditors of both the companies. Let the same be taken on record.
(2.) Transferor Company is stated to be the subsidiary of the Transferee Company. Applicant No.1 Transferor Company was incorporated on 26.08.2009. The certificate of incorporation with the copy of Memorandum and Articles of Association is annexed at Annexure-D. This company was registered with the Registrar of Companies, NCT of Delhi and Haryana. The authorized capital of applicant No.1 company is Rs. 3,00,00,000/- crore divided into 30,00,000 equity shares of Rs. 10/- each and the issued, subscribed and paid-up share capital as on 31.03.2016 is Rs. 27,671,750/- divided into 27,67,175 equity shares of Rs. 10/- each. The list of shareholders of the Transferor and Transferee Companies and the name of directors with their DIN numbers have been mentioned. The applicant No.1 company has CIN No.U74999HR2009PTC039415. The Transferee Company holds about 15,00,000 equity shares in the Transferor Company with 54.20%.
(3.) Similar details with regard to the Transferee Company have also been given. This company was incorporated on 11.01.2008 with the Registrar of Companies, Punjab, Chandigarh and Himachal Pradesh in the name and style of Evershine Medicare Pvt. Ltd.. Its name was changed to Evershine Plasmotec Pvt. Ltd. and fresh certificate of incorporation dated 29.07.2015 was issued by the Registrar of Companies, NCT of Delhi and Haryana. The certificate of incorporation has been annexed as Annexure-E. Authorised share capital of this company as on 31.03.2016 is Rs. 1,00,00,000/- (Rupees one crore only) divided into 10,00,000 equity shares of Rs. 10/- each and issued, subscribed and paid-up share capital Rs. 76,00,000/- divided into 7,60,000 equity shares of Rs. 10/- each. The applicant No.2 company has CIN No.U25190HR2008PTC052963.;
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