Rajeswara Rao Vittanala, Member - (1.) The present Company Application bearing CA (CAA) NO.59/230/HDB/2017 is filed by Maheshwari Infrastructure & Skyscrapers Private Limited (Applicant/ Transferor-2 Company) under section 230 & 232 of the Companies Act, 2013, by inter-alia seeking to dispense with the meeting of the members/ creditors of the Applicant/transferor-2 company as the members have given their consent to the Scheme of Amalgamation, to dispense with the Publication of notice in newspapers as there is no public interest involved.
(2.) Brief facts, leading to filing of present Company Application, are as follows:- (A) MAHESHWARI INFRASTRUCTURE a SKYSCRAPERS PRIVATE LIMITED (TRANSFEROR COMPANY - 2) (a) The Transferor-2 Company was incorporated as a Private Limited Company under the provisions of the Companies Act, 1956 in the erstwhile State of Andhra Pradesh on 14/10/1987. Its registered office is situated at 4-1-833, 3rd Floor, MPM Mall, Abids, Hyderabad-500001, Telangana, India and its Authorized Share Capital is Rs. 25,00,000/- divided into 25,000 Equity Shares of Rs. 100/- each and the Issued, Subscribed and Paid up Share Capital is Rs. 15,91,600/- divided into 15,916 Equity Shares of Rs. 100/- each fully paid up. (b) The main objects of the Transferor company-2 are to carry on the business of contractors for construction of roads, buildings, houses, rebuild, enlarge, alter, pull down, improve, re-model existing works and to convert and appropriate land for roads, purchase or otherwise acquire or construct Multi-storey flats, houses, act as consultants, advises, architects, civil engineers, designers town planners, valuers, surveyors and supervisors for all sorts of building activities and allied jobs and works, which may be usefully or conveniently combined by research, development improvement with the business of the company, etc. (c) The audited financial summary of the transferor company-2 as on March 31, 2016 is given below:- Balance Sheet for Year Ended as at 31st March, 2016 (B) MPM HOTELS PRIVATE LIMITED (Transferee Company) (a) The Transferee Company was incorporated as a Public Limited Company under the provisions of the Companies Act, 1956, in the erstwhile State of Andhra Pradesh on 19/10/2006. Subsequently, the Company was converted into a Private Limited Company on 04/02/2016, pursuant to which, a Fresh Certificate of Incorporation was issued by the Registrar of Companies, Andhra Pradesh and Telangana consequent upon Conversion from Public Company to Private Company. The Company is situated at 8-3-323, Ameerpet X Roads, Yellareddyguda, Hyderabad- 500073, Telangana. Its authorized Share Capital is Rs. 35,00,000/- divided into 3,50,000 Equity Shares of Rs. 10/- each and the Issued, Subscribed and Paid up Share Capital is Rs. 32,28,700/-divided into 3,22,870 Equity Shares of Rs.10/- each fully paid up. (b) The main objects of the Transferee Company is to carry on the business of Hotel, Motel, Inns, Restaurant, Cafe, proprietors of restaurants, refreshments and tea rooms, cafes and milk and snack bars and as caterers and contractors in all its respective branches, and also to provide and give collaboration and expertise to foreigners in starting Indian type hotels, restaurants and refreshment rooms in various countries throughout the world, etc. (c) The accounts of the Transferee Company have been audited until 31st March, 2016. The audited financial summary of the transferee company as on 31st March, 2016 is given below: Balance Sheet for Year Ended as at 31st March, 2016
(3.) The transferee company proposes to take over all the Assets and Liabilities of the Transferor Company-2, through the Scheme of Amalgamation u/s 230-232 of the Companies Act, 2013.;