M.M. Kumar, President - (1.) This is an application filed by three sister companies, namely DLF South Point Limited/ Applicant /Transferor Company No. 1, DLF Commercial Developers Limited/Applicant /Transferee Company No. 2/ Demerged Company and DLF Info City Hyderabad Limited/ Applicant No. 3/Resulting Company. These companies have invoked the provisions of sections 230 to 232 of the Companies Act, 2013 and other applicable provisions of the Companies Act, 20 Dread with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 in relation to the Scheme of Arrangement (for brevity the "Scheme") proposed amongst them. The said Scheme has been placed on record(Annexure "A10") . The applicants have preferred the instant joint application for the following purpose as is evident from a perusal of the relief clause of in the Application, namely: a. To dispense with the requirement for convening the meetings of equity shareholders of the Applicant Nos. I to 3 and also to dispense with the requirement of issue and publication of notices for the same; b. To dispense with the requirement for convening the meetings of the secured creditors of the Applicant Nos. 1 to 3 and also to dispense with the requirement, of issue and publication of notices for the same; c. To dispense with the requirement for convening the meetings of the unsecured creditors of the Applicant No. 3 and also to dispense with the requirement of issue and. publication of notices for the same; d. Issuingpassing necessary directions/orders as it may deem fit for the purpose of convening the meeting of the unsecured creditors of Applicant No. 1 including the requirement of Issue and publication of notices for the same; e. Issuing/passing necessary directions/orders as It may deem fit for the purpose of convening the meeting of the unsecured creditors of Applicant No. 2 including the requirement of issue and publication of notices for the same; f. Issuing necessary directions for appointment of chairperson, alternate chairperson and scrutlntzer for the meeting or meetings to be held and term of appointment and remuneration for the chairperson and alternate chairperson; g. Issuing necessary directions fixing the time period within which the chairperson shall report the result of the meeting to this Hon 'ble Tribunal; h. Issuing necessary directions for permitting the filing of application, petition, and. other documents as may be required, for the purpose of sanctioning the proposed, scheme of arrangement between Applicant Companies and their respective shareholders; i. Passing such other and further orders as are deemed necessary in the facts and circumstances of the case.
(2.) Affidavits in support of the joint application sworn by Mr. A. P. Pandey for and on behalf of Applicant Nos. 1 & 3, being their authorized signatory and Mr. Naveen Kedia for and on behalf of Applicant No. 2, being its authorized signatory have been filed in support of the application. Counsels for the joint applicants took us through the averments made in the application as well as the documents annexed therewith. 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 is maintainable in view of Rule 3 (2) of 6 the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016.
(3.) In relation to DLF South Point Limited being Transferor Company No. 1 It is represented that has Seven equity shareholders from whom consent affidavits approving the Scheme have been obtained which are placed on record. It is further submitted that it has no secured creditors, however it has Seventy-Nine unsecured creditors. Therefore, it seeks dispensation from convening and holding of meeting of equity shareholders and secured creditors for the purpose of obtaining their approval to the Scheme; and further seeks directions to hold and convene the meeting of Unsecured Creditors of Applicant No. 1.;