S.K. Mohapatra, Member - (1.) This Application has been jointly filed by the Applicant Companies under sections 230 and 232 of the Companies Act, 2013 read with the Companies (Compromises, Arrangements 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 the transferee company. The said Scheme of Amalgamation (hereinafter referred to as the "SCHEME") is also placed on record along with the joint Application.
(2.) It is represented that the registered office of all the applicant companies are situated in New Delhi and therefore the subject matter of this joint application falls within the Jurisdiction of this Bench.
(3.) The Andaz Infrastructure Private Limited, (transferor company No. 1) was incorporated on September 10, 2009 under the provisions of the Companies 4 Act, 1956, having its registered office at 26, Barakhamba Road, Room No. 1005, 10th Floor, Nirmal Tower, New Delhi-110001. The authorized capital of the Transferor company No. 1, is Rs. 50,00,000/- divided into 5,00,000 equity shares of Rs. 10/- each. The issued, subscribed and Paid-up capital of the company is Rs. 46,05,000/- divided into 4,60,500 equity shares of Rs. 10/- each. The objective of Transferor Company No. 1 is undertaking construction, erection, engineering work related to real estate. It is further represented that the entire paid up share capital of the Applicant Company 1 is held directly or indirectly by Transferee Company.;