Jinan K.R., Member - (1.) This is an application under Section 230(1) read with Section 232(1) of the Companies Act, 2013 filed by the Applicant Companies, namely The Bormah Jan Tea Company (1936) Limited, being the Applicant Company No.1 abovenamed (hereinafter referred to as "the Transferor Company") and Teesta Valley Tea Company Limited, being the Applicant Company No.2 abovenamed (hereinafter referred to as "the Transferee Company") in connection with a proposed Scheme of Amalgamation of the Transferor Company with the Transferee Company in the manner and on the terms and conditions stated in the said Scheme of Amalgamation.
(2.) The object of this application is to obtain orders/directions with regard to meetings of shareholders and creditors under Section 230(1) read with Section 232(1) of the Companies Act, 2013 in connection with the Scheme of Amalgamation of The Bormah Jan Tea Company (1936) Limited (Applicant No.1) Transferor Company with Teesta Valley Tea Company Limited (Applicant No.2) Transferee Company whereby and whereunder the entire undertaking of the Transferor Company together with all property, rights, powers and all debts, liabilities, duties and obligations relating thereto is proposed to be transferred to and vested in the Transferee Company on the terms and conditions fully stated in the Said Scheme of Amalgamation, a copy of which is annexed with the application and marked "A".
(3.) The Bormah Jan Tea Company (1936) Limited (Applicant N o.1) , the Transferor Company, was incorporated on 04.03.1936 as a public company within the meaning of the Companies Act, 2013. The Transferor Company is registered with the Registrar of Companies, West Bengal having CIN L01132WB1936PLC008535. Its PAN Number is AABCT2010K. The email address is uttam runqta@teestavalley.com and website is www bormahjantea.com. The main objects of the Transferor Company is to acquire lands, tea gardens and plantations. The Transferor Company is engaged in the business of cultivation, manufacture and sale of tea. The Authorised Share Capital of the Transferor Company is Rs. 1,23,50,000/-divided into 4,85,000 Equity Shares of Rs.10/- each and 75,000 6% Redeemable Cumulative Preference Shares of Rs.100/- each. The issued, Subscribed and Paid up Share Capital of the Transferor Company is Rs. 12,50,000/- divided into 1,25,000 Equity Shares of Rs.10/- each fully paid up.;