- (1.) This joint petition filed by the companies above named has come up finally before us on 24.03.2017 for the purpose of the approval of the Scheme of Arrangement, as at Annexure A-1 of the joint Petition for (a) demerger of respective investments business of Transferor Companies into transferee company and b) de-merger of investments business of transferee Company into Transferor Company No. 1 and other connected matters. A perusal of the petition discloses that initially application seeking the directions for dispensing with the meetings of equity shareholders, secured and unsecured creditors of both the transferor companies and the transferee company was filed before the Hon'ble High Court of Delhi in CA No. 51/2016. The Hon'ble High Court of Delhi vide its order dated 30.05.2016 dispensed with the requirement of convening of the meetings of the equity shareholders, equity shareholders with differential rights and Unsecured Creditors of the transferor company No. 1; equity shareholders of the transferor company No. 2; equity shareholders and Unsecured creditors of the Transferee company. The transferor company No. 2 did not have any Secured Creditor or Unsecured Creditor. Hon'ble High Court further directed for convening of separate meetings of Secured Creditors of the Transferor Company No. 1 and the Transferee Company under its supervision for the purpose of considering and if thought fit, approving, with or without modification(s), the proposed Scheme of Arrangement.
(2.) In compliance of the order of Hon'ble High Court separate meetings of Secured Creditors of the Transferor Company No. 1 and the transferee company were duly convened and held on Saturday, 2nd July, 2016, in which the Scheme of Arrangement was unanimously approved and adopted in each of these meetings by creditors present and voting.
(3.) Under the circumstances, the petitioners have filed their joint petitions for sanction of the Scheme of Arrangement before the Hon'ble High Court of Delhi on 11.7.2016 under the erstwhile provisions, subsequent to the order of dispensation of certain meetings and convening some ordered by the Hon'ble High Court of Delhi on 30.05.2016.;