R. Varadharajan, Member - (1.) This is an application which is filed by the applicant companies herein, namely Lakra Fabrics Private Limited (for brevity "Petitioner/Transferor Company"), and Lakra Industries Private Limited (for brevity "Petitioner/Transferee Company") 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 by way of Amalgamation(hereinafter referred to as the "SCHEME") proposed between the applicants. The said Scheme is also annexed as Annexure "A-10" to the application. The applicants above named have preferred the instant application in effect for the following purpose as evident from the reliefs sought for in the Application, namely:- • To dispense with the convening and holding the meetings of the Shareholders as well as the Secured and Unsecured Creditors of the Transferor Company. • To dispense with Publication of Notices for the said meetings of the Transferor Company. • Transferor Company be permitted to file the petition for sanctioning the Scheme of Amalgamation within seven (7) days from the receipt of the Order passed by this Hon'ble National Company Law Tribunal on the present petition. • Transferee Company be exempted from filing any petition or petition or to seek any consequential direction(s) from this Hon'ble National Company Law Tribunal including seeking dispensation from holding any meeting of shareholders or creditors of the Transferee Company and publication thereof. • Pass such and further order(s) as this Hon'ble National Company Law Tribunal may deem fit and proper in the facts and circumstances of the case.
(2.) An Affidavit in support of the above application sworn for and on behalf of Petitioner/Transferor Company has been filed by one Mr. Sudarshan Kumar Lakra and for the Petitioner/Transferee Company has been filed by one Mr. Dinesh Lakra being the Director of the respective Companies along with the application. 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. Learned Counsel 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 are maintainable in view of Rule 3(2) of the Companies (Compromises, Arrangements and Amalgamations) Rules 2016.
(3.) In relation to Lakra Fabrics Private Limited being the Petitioner/Transferor Company, in scheme marked as Annexure - "A-10", it is represented that it is having 8 Equity Shareholders and all 8 of them have given their consents by way of affidavit. It is further represented by the counsel for Applicants that Applicant No. 1/Transferor No. 1 has no Secured Creditor and 2 (two) Unsecured Creditors and both unsecured creditors have given their consents by way of affidavit. In relation to the shareholders and unsecured creditors of the Petitioner/Transferor Company, Petitioner/Transferor Company seeks dispensation from convening and holding of the meetings in view of consent affidavits being obtained and which are placed on record.;