Calcutta High Court
Goldmoon Merchandise Private Limited & ... vs Unknown on 21 July, 2010
Author: I.P.Mukerji
Bench: I.P.Mukerji
Company Application No. 530 of 2010
In the High Court at Calcutta
Original Jurisdiction
In the matter of :
GOLDMOON MERCHANDISE PRIVATE LIMITED & ORS.
Before:
The Hon'ble JUSTICE I.P.MUKERJI
Date: 21st July, 2010 The Court: A meeting of the Equity Shareholders of GOLDMOON MERCHANDISE PRIVATE LIMITED, being the applicant no.1 abovenamed shall be convened and held at 6, Old Post Office Street, 5th Floor, Kolkata 700 001, on Monday, the 30th day of August, 2010 at 4:15 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation of the Applicant nos.1 to 6 with the Applicant no.7 abovenamed.
A meeting of the Equity Shareholders of JALDHAM SUPPLIERS PRIVATE LIMITED, being the applicant no.2 abovenamed shall be convened and held at 6, Old Post Office Street, 5th Floor, Kolkata 700 001, on Monday, the 30th day of August, 2010 at 4:30 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation of the Applicant nos.1 to 6 with the Applicant no.7 abovenamed.
2A meeting of the Equity Shareholders of IMPRESSION DISTRIBUTOR PRIVATE LIMITED, being the applicant no.3 abovenamed shall be convened and held at 6, Old Post Office Street, 5th Floor, Kolkata 700 001, on Monday, the 30th day of August, 2010 at 4:45 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation of the Applicant nos.1 to 6 with the Applicant no.7 abovenamed.
A meeting of the Equity Shareholders of GROWFAST SALES PRIVATE LIMITED, being the applicant no.4 abovenamed shall be convened and held at 6, Old Post Office Street, 5th Floor, Kolkata 700 001, on Monday, the 30th day of August, 2010 at 5:00 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation of the Applicant nos.1 to 6 with the Applicant no.7 abovenamed.
A meeting of the Equity Shareholders of DEESHA DEALER PRIVATE LIMITED, being the applicant no.5 abovenamed shall be convened and held at 6, Old Post Office Street, 5th Floor, Kolkata 700 001, on Monday, the 30th day of August, 2010 at 5:15 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation of the Applicant nos.1 to 6 with the Applicant no.7 abovenamed.
A meeting of the Equity Shareholders of AASHIANA TIE-UP PRIVATE LIMITED, being the applicant no.6 abovenamed shall be convened and held at 6, Old Post Office Street, 5th Floor, Kolkata 700 001, on Monday, the 30th day of August, 2010 at 5:30 P.M. for the purpose of considering, and if thought fit, approving, with or without 3 modification, the proposed Scheme of Amalgamation of the Applicant nos.1 to 6 with the Applicant no.7 abovenamed.
A meeting of the Equity Shareholders of SATYAM PROJECTS LIMITED, being the applicant no.7 abovenamed shall be convened and held at 6, Old Post Office Street, 5th Floor, Kolkata 700 001, on Monday, the 30th day of August, 2010 at 5:45 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation of the Applicant nos.1 to 6 with the Applicant no.7 abovenamed.
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 of the Statement required to be furnished pursuant to Section 393 of the Companies Act 1956 and a form of proxy can be obtained free of charge at the Registered Office of the concerned Applicant companies or at the office of its Advocate Mr. Sanjay Kumar Jain, 6, Old Post Office Street, 5th Floor, Kolkata 700 001 be inserted once each in the "Pratidin" Bengali newspaper and in "Business Standard" English newspaper. The publication in the Calcutta Gazette is dispensed with.
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 time 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 by Prepaid Post under Certificate of Posting or by hand through Personal 4 Messenger addressed to each of the Equity Shareholders of the concerned Applicants at their respective or last known addresses.
The Advocate-on-Record for the Applicant Companies do within 3 days (after obtaining the photocopy copy of the minutes of this order) file in Court the form of the notices and the Statement to accompany the notice and the same shall be settled by the Assistant Registrar (Company) of this Court.
Sardar Amjad Ali, Advocate, Bar Association, failing which Ms. Anandamoyee Dutta, Advocate, 8 Old Post Office Street, Kolkata 700 001, shall be the Chairperson for the said meeting of the Equity Shareholders of the Applicant No.1 to be held as aforesaid at a remuneration of 500 Gms.
Ms. Anandamoyee Dutta, Advocate, 8 Old Post Office Street, Kolkata 700 001, failing which Sardar Amjad Ali, Advocate, Bar Association, shall be the Chairperson for the said meeting of the Equity Shareholders of the Applicant No.2 to be held as aforesaid at a remuneration of 500 Gms.
Mr. Jaydip Banerjee, Advocate, Bar Association Room No.17, failing which Mr. Arindam Sen, Advocate, Bar Association Room No.5, shall be the Chairperson for the said meeting of the Equity Shareholders of the Applicant No.3 to be held as aforesaid at a remuneration of 500 Gms.
Mr. Sujit Kumar Laik, Advocate, 7 Old Post Office Street, Room No.5, failing which Mr. Jaydip Banerjee, Advocate, Bar Association 5 Room No.17, shall be the Chairperson for the said meeting of the Equity Shareholders of the Applicant No.4 to be held as aforesaid at a remuneration of 500 Gms.
Mr. Arindam Sen, Advocate, Bar Association Room No.5, failing which Mr. Sujit Kumar Laik, Advocate, shall be the Chairperson for the said meeting of the Equity Shareholders of the Applicant No.5 to be held as aforesaid at a remuneration of 500 Gms.
Ms. Lina Majumdar, Advocate, 7 Old Post Office Street, Ground Floor, Kolkata 700 01, failing which Ms. Gargi Biswas, Advocate, Bar Association Room No.16, shall be the Chairperson for the said meeting of the Equity Shareholders of the Applicant No.6 to be held as aforesaid at a remuneration of 500 Gms.
Ms. Gargi Biswas, Advocate, Bar Association Room No.16, failing which Ms. Lina Majumdar, Advocate, 7 Old Post Office Street, Ground Floor, Kolkata 700 001, shall be the Chairperson for the said meeting of the Equity Shareholders of the Applicant No.7 to be held as aforesaid at a remuneration of 500 Gms.
The Chairpersons appointed for the said meetings or any one of them or any person authorised by them do issue and send out the notice of the said meetings referred to above.
The quorum for the meetings of the Equity Shareholders of the Applicant Nos.1 to 6 shall be fixed at 2 (two) persons each present either in person or by proxy; the quorum for the meeting of the Equity 6 Shareholders of the Applicant No.7 shall be fixed at 5 (five) persons present either in person or by proxy.
Voting by proxy be permitted, provided that a proxy in the prescribed form duly signed by the person(s) entitled to attend and vote at the meeting(s), is filed with the concerned Applicants at its Registered Office not later than forty eight hours before the respective meeting. The Chairpersons concern shall have the power to adjourn the meeting, if necessary.
The value of each member shall be in accordance with the books of the respective Applicants and where entries in the book are disputed, the Chairpersons concerned shall determine the value for the purpose of the meeting.
The Chairpersons do report to this Court the results of the said meetings within three weeks from the date of the conclusion of the meetings and their reports shall be verified by their affidavits.
Summons be signed as of date. The application is thus disposed of.
The Chairpersons and all parties concerned are to act on a signed photocopy of this order upon the usual undertakings.
(I.P.MUKERJI, J.) G/