Calcutta High Court
Globsyn Technologies Limited vs Unknown on 24 December, 2008
Author: Maharaj Sinha
Bench: Maharaj Sinha
CA No. 726 of 2008
IN THE HIGH COURT AT CALCUTTA
ORIGINAL JURISDICTION
IN THE MATTER OF:
GLOBSYN TECHNOLOGIES LIMITED
AND
IN THE MATTER OF:
SYNERGY LOG-IN SYSTEMS LIMITED
BEFORE:
The Hon'ble JUSTICE MAHARAJ SINHA
Date : 24th December, 2008.
The Court : It is ordered:
1.That a meeting of the equity shareholders of Globsyn Technologies limited (hereinafter referred to as "Globsyn") shall be convened and held at XI-11 & 12 Block-EP, Sector-V, Salt Lake Electronics Complex, Kolkata - 700 020 on 23 February 2009 at 12 noon, for the purpose of considering, and if thought fit, approving with or without modification, the proposed scheme of amalgamation between the applicant companies herein and their respective shareholders.
2. That at least 21 (twenty one) clear days before the date of the said meetings an advertisement convening the same and stating that copies of the said scheme of amalgamation and the statement required to be furnished pursuant to Section 393 of the Companies Act, 1956 and the respective form of proxy can be obtained free of charge from the respective registered offices of the company or from the office of the advocates of the applicants, Mr. S. K. Bajoria, at 6, Old Post Office Street, Ground Floor, Room 2 No.38/1, Kolkata 700 001, be inserted once in "Financial Express", Kolkata and once in "Aajkaal" in Kolkata. The publication in the Official Gazette is dispenses with.
3. That in addition, at least 21 (twenty one) clear days before the meetings to be held as aforesaid, a notice convening the said meetings at the place and times as aforesaid together with a copy of the said scheme, a copy of the statement required to be sent under Section 393 of the Companies Act, 1956 and the prescribed form of proxy be sent either by prepaid letter post under certificate of posting or by hand addressed to each and every of the equity shareholders of the applicant company at their respective or last known addresses.
4. That the advocate-on-record for the applicant company shall within 7 days from the date of receipt of the signed copy of this order file in Court the form of the notice, advertisement and the statement under Section 393 of the Companies Act to accompany the notice and the same shall be settled by the Assistant Register (Company) of this Court.
5. That Mr. Suranjan Das Gupta, Ld. Advocate, Bar Association No.9 and failing him Mr. Champak Ghosh, Ld. Advocate, Bar Association No.15 shall be the chairperson of the said meeting of the equity shareholders of Globsyn to be held as aforesaid at a remuneration of 600 GMs.
6. That the chairperson appointed for the said meetings or any other person authorised by him/her do issue and send out the notices of the meetings referred to above.
7. That the quorum of the meetings shall be 3 (three) persons present either personally or by proxy.
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8. That voting by proxy shall be permitted, provided that a proxy in the prescribed form duly signed by the person(s) entitled to attend at the meeting, is filed with the registered offices of the applicant company not later than 48 (forty eight) hours before the meeting. The Chairperson shall have the power to adjourn the meeting, if necessary.
9. That the value of each member shall be in accordance with the books of the applicant company, and, where the entries in the books are disputed, the Chairperson shall determine the value for the purpose of the meeting.
10. That the Chairperson do report to this Court the results of the said meeting within three weeks from the date of the conclusion of the said meeting and the reports shall be verified by his/her affidavit.
11. The application is disposed of.
12. That the Chairperson and all parties concerned shall act on a xerox signed copy of this order duly signed by an officer of this order being served upon them.
(MAHARAJ SINHA, J.) kc.
Assistant Registrar (Court Recording)