S.K.KESHOTE, J. - (1.) THIS application is filed by Shyam International Limited, having its registered office at B2 -D, Shiv Marg, Bani Park, Jaipur -302 016, ('the petitioner transferor company') praying therein for an order to dispense with the calling of meetings of the shareholders and creditors thereof in the matter of the consideration and approval of the scheme of amalgamation of the petitioner transferor company with Shyam Basic Infrastructure Projects Private Limited ('the transferee company').
(2.) HAVING heard learned Counsel for the petitioner transferor company and on perusal of the document at page No. 174 of the application, I am satisfied that the petitioner transferor company appears to be wholly owned subsidiary of the transferee company. The shareholders have given 'no objection' (see at page No. 175 of the application) to dispense with their meeting as required under Sections 391 and 394 of the Companies Act, 1956, for consideration and approval of the scheme of amalgamation of the petitioner transferor company in the transferee company. From the document at page No. 176 of the application I find that the petitioner transferor company has two creditors and both have given 'no objection' (see at page Nos. 177 and 178 of the application), to dispense with their meeting, as required under Sections 391 and 394 of the Companies Act, 1956, for consideration and approval of the scheme of amalgamation of the petitioner transferor company in the transferee company.
(3.) IN view of the documents produced by the petitioner transferor company I am satisfied that the prayer made in the application deserves acceptance and accordingly the holding of the meetings of the shareholders and creditors of the petitioner transferor company, as required under Sections 391 and 394 of the Companies Act, 1956, for consideration and approval of the scheme of amalgamation of the petitioner transferor company in the transferee company are dispensed with.;