Jinan K.R., Member - (1.) This is an application filed by the applicants namely M/s Rainbow Iron & Steel Suppliers Private Limited ("transferor company") and M/s. Vedant Fashions Private Limited ("transferee company") under Section 230(1) / Section 232 of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 in relation to the proposed Scheme of Amalgamation of the transferor company with the transferee company. The aforesaid Scheme is annexed as Annexure "I" to the application. In the Affidavit, the applicants have annexed in Annexure "M" consents by affidavits of all the Equity Shareholders and Unsecured Creditors of the transferor company. The transferor company does not have any Secured Creditors. The applicants have annexed the list of shareholders and creditors of the applicant companies duly certified by JMP Associates, Chartered Accountants.
(2.) M/S. RAINBOW IRON & STEEL SUPPLIERS PRIVATE LIMITED (CIN U51109WB2008PTC123978) having PAN number AAECR2960F, a Company incorporated under the provisions of the Companies Act, 1956, having its registered office at Paridhan Garment Park, 19 Canal South Road, SDF-1, 4th Floor, A501-A502, Kolkata 700 015. M/s. Rainbow Iron & Steel Suppliers Private Limited (Transferor Company) was incorporated on 11.03.2008 under the name and style of "Rainbow Iron & Steel Suppliers Private Limited" as a private company limited by shares under the provisions of the Companies Act, 1956. The authorized share capital of the Transferor Company as on 31.03.2017 was Rs.5,00,000/- divided into 50,000 Equity Shares of Rs.10/- each. The issued, subscribed and paid up share capital of the transferor company as on 31.03.2017 was Rs.5,00,000/- divided into 50,000 Equity Shares of Rs.10/- each fully paid up. A copy of the Annual Accounts and Directors' and Auditors' Reports of the Transferor Company for the financial year ending 31.03.2017 is annexed with the application and marked "C". Subsequently, on 10.11.2017 the Transferor Company has increased its authorized share capital and the same is presently Rs. 10,00,000 divided into 5,00,000 equity * shares of Rs.2 -->, each. Further on 10.11.2017, the Transferor Company has carried out stock split of 1 shares to 5 and on 29.11.2017 has issued 2,50,000 bonus shares as a result whereof the issued, subscribed and paid up share capital of the Transferor Company has become Rs. 10,00,000 divided into 5,00,000 shares of Rs.2 each.
(3.) The objects of the Transferor Company are to carry on the business as marketing, suppliers, processors, refineries, agents or merchants in all kinds and form of ferrous and non-ferro metal, steel, alloys and metals required for or used in industrial defense, agricultural transport, commercial, domestic building power transmission and/or construction purposes.;