Calcutta High Court
Itp Limited & Anr vs Unknown on 11 May, 2011
Author: I.P. Mukerji
Bench: I.P. Mukerji
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COMPANY APPLICATION NO. 422 OF 2011
IN THE HIGH COURT AT CALCUTTA
ORIGINAL JURIDICTION
In the matter of:
ITP LIMITED & ANR.
BEFORE:
THE HON'BLE JUSTICE I.P. MUKERJI
DATE:11th May, 2011 Appearance:
Mr. A. Mitra Adv., The Court A separate meeting of the Equity Shareholders of Applicant Company No.1 i.e. ITP LIMITED shall be convened and held at "Bengal National Chamber of Commerce & Industry" 23, R. N. Mukherjee Road, Kolkata - 700 001 on Wednesday, the 15th day of June, 2011 at 4.00 P.M. for the purpose of considering and if thought fit approving with or without modification the Scheme of Amalgamation proposed to be made between Applicant Company No. 1 with Applicant Company No. 2, above named.
A separate meeting of the Equity Shareholders of Applicant Company No. 2 i.e. LUXMI TEA COMPANY LIMITED shall be convened and held at "Bengal National Chamber of Commerce & 2 Industry" 23, R. N. Mukherjee Road, Kolkata - 700 001 on Wednesday, the 15th day of June, 2011at 4.30 P.M. for the purpose of considering and if thought fit approving with or without modification the Scheme of Amalgamation proposed to be made between Applicant Company No. 1 with Applicant Company No. 2, above named.
At least 21 clear days before the day appointed for the meeting 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 and Forms of Proxy can be obtained free of charge at the respective registered office of the Companies or at the Office of its Advocate, Raja Sarkar, Advocate, 2nd Floor (Mezzanine), DPS India, 7A, Kiran Shankar Roy Road, Kolkata - 700 001 be inserted once in each of " The Financial Express" and "Sambad Pratidin" and that the insertion in Calcutta Gazette be dispensed with.
In addition at least 21 clear days before the meeting to be held as aforesaid, a notice convening the said meeting at the place and time aforesaid, together with the copy of the said Scheme of Amalgamation, a copy of the statement required to be sent under Section 393 of the Companies Act 1956 and the prescribed Form of Proxy shall be sent by pre-paid letter post under Certificate of Posting 3 addressed to each of the Members/Shareholders of the Applicant Nos. 1 and 2 at their respective registered or last known addresses.
The Advocate-on-Record for the Applicants abovenamed do within 15 days of this date file in court the form of advertisement, the notice and the Statement to accompany the notice and the same shall be settled by the Assistant Registrar (Company) of this Court.
Sri. Sukumar Ghosh (Kirti Chakra), Bar Association Room No.1, Advocate failing him/her, Smt. Paramita Pal Advocate, Bar Association Room No.13 (High Court Club) shall be the Chairperson of the meeting of Applicant No. 1 abovenamed to be held as aforesaid, at a remuneration of 600 Gms.
Smt. Paramita Pal Advocate, Bar Association Room No.13 (High Court Club) failing him/her Sri. Sukumar Ghosh (Kirti Chakra), Bar Association Room No.1, Advocate shall be the Chairperson of the meeting of Applicant No. 2 abovenamed to be held as aforesaid, at a remuneration of 600 Gms.
The Chairperson/s appointed for the meeting or any person authorized by him/her do issue the advertisement and send out the notices of the meeting referred to above.
The Quorum for the said meeting of the Equity Shareholders of the Applicant Companies, abovenamed, shall be 5 (Five) persons, either present in person or by proxy.
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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, is filed with the Applicant Companies at their respective registered office not latter than 48 (Forty Eight) hours before the meeting. The Chairperson has the power to adjourn the meeting(s), if necessary.
The Value of each member shall be in accordance with the books of the Applicant Companies and where the entries in the books are disputed, the Chairperson/s shall determine the value for the purpose of the meeting.
The Chairpersons do report to this Court the result of the said meetings within 21 (Twenty One) days from the conclusion of the meetings and his/her report shall be verified by his/her affidavit.
This application is disposed of.
The Chairpersons and all the parties concerned are to act on a signed photocopy of this order on the usual undertakings.
(I.P. MUKERJI, J.) sp/