Gujarat High Court
Menarini India Private Limited vs Respondent on 3 April, 2014
Author: S.R.Brahmbhatt
Bench: S.R.Brahmbhatt
O/COMA/97/2014 ORDER
IN THE HIGH COURT OF GUJARAT AT AHMEDABAD
COMPANY APPLICATION NO. 97 of 2014
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MENARINI INDIA PRIVATE LIMITED....Applicant
Versus
.....Respondent
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Appearance:
MR NITIN K MEHTA, ADVOCATE for the Applicant
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CORAM: HONOURABLE MR.JUSTICE S.R.BRAHMBHATT
Date : 03/04/2014
ORAL ORDER
1. This application is preferred by A. Menarini India Private Limited (hereinafter referred to as 'the applicant Company' of AMIPL' or transferee Company) for a scheme u/s. 391 of Companies Act, 1956 of Amalgamation of Menarini Raunaq Pharma Limited (MRPL) and INOVAIL Pharmaceuticals (India) Private Limited (IPIPL) with A. Menarini India Private Limited (AMIPL) and their respective shareholders and creditors. The application seeks summons for direction for dispensing the meetings of equity shareholders, secured creditors and unsecured Creditors.
2. Having heard Mr. Nitin Mehta, the learned advocate for the applicant, the Court has considered the submissions made by the learned advocate for the applicant and the averments made the affidavit in support of the summons for directions and contents of the scheme.
Page 1 of 2O/COMA/97/2014 ORDER
3. Considering the above, it is ordered that a meeting of the equity shareholders of the above company shall be dispensed as the consent of all the equity shareholders is obtained as is exhibited by their consent letters annexed at Annexure - G1 to G2. The meeting of the secured creditor of the above company shall be dispensed as the consent of the Secured Creditor is obtained as is exhibited by their consent letter annexed at Annexure - H1. The meeting of the unsecured creditors of the applicant Company shall be dispensed as they will not be adversely affected by the present Scheme as there is no arrangement envisaged with the unsecured creditors in as much as the amount due and payable to the unsecured creditors remains unchanged and is not reduced in any manner under the scheme. Further, the counsel for the applicant Company undertakes to this Hon'ble Court and is accordingly directed to issue individual notice of the hearing of the petition by Registered Post A.D upon all its Unsecured Creditors and also to publish the same in newspaper in 'Indian Express' English language and 'Sandesh' in Gujarati language, Ahmedabad edition.
4. Considering all the above, this application is disposed of. No order as to costs.
(S.R.BRAHMBHATT, J.) pallav Page 2 of 2