K. Anantha Padmanabha Swamy, Member - (1.) Under adjudication is a Company application CA/23 & 24/CAA/2017 that has been filed in the matter of the Scheme of Amalgamation. The Applicant Companies, M/s. A D Schaffen Private Limited (Transferor Company) and M/s. Angayeeammal Devarajan Textile Private Limited (Transferee Company) through this application have prayed for seeking directions: a) dispensing with the convening and holding of the meeting of the Equity shareholders and Secured Creditors of the Transferor company b) dispensing with the convening and holding of the meeting of the Equity Shareholders, Secured and Unsecured Creditors of the Transferee Company M/s. A D Schaffen Private Limited (Transferor Company). There are two Equity Shareholders in the Transferor Company whose particulars are placed at page 188 in the typed set, certified by Shri Devarajan Senthilkumar, Director of the Transferor Company, and they have given their consent to the said scheme of amalgamation by way of consent affidavits, which are placed from Pages 189 to 194 in the typed set. Hence, the holding of the meeting of the Equity shareholders of the Transferor Company is dispensed with,
(2.) There is one Secured Creditor in the Transferor Company and the same has been certified by Swamy & Swamy, Chartered Accountants at page 195 of the typed set. The secured creditor has given the No objection certificate to the scheme at page 196 of the typed set. Hence, the holding of the meeting of the Secured Creditor of the Transferor Company is dispensed with.
(3.) There are no Unsecured Creditor in the Transferor Company and the same has been certified by Swamy & Swamy, Chartered Accountants at page 197 of the typed set. Hence, there is no need to hold a meeting of Unsecured Creditors. M/s. Angayeeammal Devarajan Textile Private Limited (Transferee Company);