Calcutta High Court
Concast Steel & Power Limited & Ors vs Unknown on 11 September, 2014
Author: Biswanath Somadder
Bench: Biswanath Somadder
ORDER SHEET
CA No. 552 of 2014
IN THE HIGH COURT AT CALCUTTA
Original Jurisdiction
ORIGINAL SIDE
IN THE MATTER OF :
CONCAST STEEL & POWER LIMITED & ORS.
BEFORE:
The Hon'ble JUSTICE BISWANATH SOMADDER
Date : 11th September, 2014.
Mrs. Manju Bhuteria, Advocate appears The Court: A meeting of the holders of the equity shares of Concast Steel & Power Limited being the applicant no.1 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 11.00 a.m. for the purpose of considering and if thought fit approving with or without modification the proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
A meeting of the holders of the equity shares of Concast Ispat Limited being the applicant no.2 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 11.30 a.m. for the purpose of considering and if thought fit approving with or without modification the 2 proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
A meeting of the holders of the equity shares of Dankuni Steels Limited being the applicant no.3 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 12.00 noon for the purpose of considering and if thought fit approving with or without modification the proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
A meeting of the holders of the equity shares of Concast Bengal Industries Limited being the applicant no.4 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 12.30 p.m. for the purpose of considering and if thought fit approving with or without modification the proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
A meeting of the holders of the equity shares of Concast Exim Limited being the applicant no.5 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 1.00 p.m. for the purpose of 3 considering and if thought fit approving with or without modification the proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
A meeting of the holders of the equity shares of Concast Global Limited being the applicant no.6 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 2.00 p.m. for the purpose of considering and if thought fit approving with or without modification the proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
A meeting of the holders of the equity shares of Concast Vyapaar Limited being the applicant no.7 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 2..30 p.m. for the purpose of considering and if thought fit approving with or without modification the proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
4
A meeting of the holders of the equity shares of Sureka Exports Limited being the applicant no.8 shall be convened and held at 21, Hemanta Basu Sarani, Kolkata -700001 on 15th November 2014 at 3.00 p.m. for the purpose of considering and if thought fit approving with or without modification the proposed Scheme of Amalgamation of Concast Ispat Limited, Dankuni Steels Limited, Concast Bengal Industries Limited, Concast Exim Limited, Concast Global Limited, Concast Vyapaar Limited and Sureka Exports Limited with Concast Steel & Power Limited.
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 Applicant Companies or at the office of their Advocate on Record Mr.Bijan Datta Advocate, 6, Old Post Office Street, Third Floor, Kolkata-700001 be inserted once in English newspaper " The Business Standard"
and once in Bengali newspaper " Bartaman" in Kolkata . The publication in the Calcutta Gazette is dispensed with.
That in addition, at least 21 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 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 registered post or by hand through personal messenger addressed to 5 each of the Equity Shareholders in the Applicants at their respective last known addresses.
The Advocate on Record for the applicants above named do within two weeks from the date of obtaining this order, file in Court the form of the notices and the statement to accompany the notice and same shall be settled by the Assistant Registrar (Company) of this Court.
Mr. Debraj Bhattacharya, Advocate, Bar Library Club, failing him Mr. Nilendu Bhattacharya, Advocate, Bar Library Club, shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 1 to be held as aforesaid, at a remuneration of 1000 Gms.
Mr. Nilendu Bhattacharrya, Advocate, Bar Library Club, failing him Mr. Debraj Bhattacharya, Advocate, Bar Library Club, shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 2 to be held as aforesaid, at a remuneration of 1000 Gms.
Mr. Somnath Ganguly, Advocate, Bar Library Club, failing him Ms Piyali Sengupta, Advocate, Bar Library Club, shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 3 to be held as aforesaid, at a remuneration of 1000 Gms.
Ms Piyali Sengupta, Advocate, Bar Library Club, failing him Mr. Somnath Ganguly, Advocate, Bar Library Club shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 4 to be held as aforesaid, at a remuneration of 1000 Gms.6
Ms Ronjaboti Sen, Advocate, Bar Library Club, failing her Ms Darshana Sett, Advocate, Bar Library Club, shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 5 to be held as aforesaid, at a remuneration of 1000 Gms.
Ms Darshana Sett, Advocate, Bar Library Club, failing her Ms Ronjaboti Sen, Advocate, Bar Library Club, shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 6 to be held as aforesaid, at a remuneration of 1000 Gms.
Mr. Manish Chandra Roy, Advocate, Bar Library Club, failing him Ms Debjani Ghosh Ray, Advocate, Bar Library Club, shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 7 to be held as aforesaid, at a remuneration of 1000 Gms.
Ms Debjani Ghosh Ray, Advocate, Bar Library Club, failing her Mr. Manish Chandra Roy, Advocate, Bar Library Club, shall be Chairperson for the said meeting of the equity shareholders of the applicant no. 8 to be held as aforesaid, at a remuneration of 1000 Gms.
Any one Chairperson appointed for said meetings or any person authorized by them or any one of them do issue and send out the notice of the said meetings referred to above.
The quorum for each of the said meeting of the equity shareholders of the applicant companies no. 1 to 8 may be fixed at 5 (five) persons present either in person or by proxy.7
The 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 meetings are filed with the applicants at their respective Registered Office not later than 48 hours before the meetings. Any one of the Chairperson 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 applicant companies and where entries in the books are disputed, the Chairperson shall determine the value for the purpose of the meeting.
The Chairpersons do report to this Court the result of the said meetings within three weeks from the date of the conclusion of the respective meeting and their respective reports shall be verified by their respective affidavits.
Summons be signed as on date. C.A. No. 552 of 2014 is disposed of without any order as to costs.
Urgent photostat certified copies of this order be made available to the parties, if applied for, upon compliance with all requisite formalities.
(BISWANATH SOMADDER, J.) akb/