Calcutta High Court
Garden Textiles Pvt. Ltd. & Anr vs Unknown on 4 April, 2011
Author: I. P. Mukerji
Bench: I. P. Mukerji
CA No. 327 of 2011
IN THE HIGH COURT AT CALCUTTA
Original Jurisdiction
ORIGINAL SIDE
In the matter of:
GARDEN TEXTILES PVT. LTD. & ANR.
BEFORE:
The Hon'ble JUSTICE I. P. MUKERJI
Date: 4th April, 2011 Appearance Mr. Deepak Agarwal, Adv.
A meeting of the Equity Shareholders of Garden Textiles Private Limited (hereinafter referred to as the "GTPL ") shall be convened and held at 10, Old Post Office Street, First Floor, Room No.45, Kolkata 700001, on the 2ND day of May, 2011 at 3.30 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of arrangement between Applicant Company No. 1 and the Applicant Company No.2.
A meeting of the Equity Shareholders of Satvic Promoters Private Limited (hereinafter referred to as the " SPPL") shall be convened and held at 10, Old Post Office Street, First Floor, Room No.45, Kolkata 700001, on the 2ND day of May, 2011, at 3.45 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Arrangement between Applicant Company No. 1 and the Applicant Company No.2. 2
Since all the Shareholders of all the applicant companies abovenamed have already considered and given their consent in writing to the Scheme, such meetings may be held at short notice.
At least 3 (three) days before the meetings to be held as aforesaid, notices convening the said meetings at the place and times as aforesaid together with a copy of the said Scheme of arrangement, a copy of the statement under section 393 of the Companies Act, 1956 and the prescribed form of proxy be sent and received by ordinary posting or by Hand Delivery to each of the said Shareholders of the applicant companies at their respective last known addresses.
The advertisement of the notice of the meetings is dispensed with.
The settlement of the individual notice, including statement to accompany the notice by the Assistant Registrar (Company) of this Court is also dispensed with.
Ms. Paramita Pal, Advocate, High Court Club failing which Mr. Soumya Roy Chowdhury, Advocate, shall be the Chairperson of the meeting of the Shareholders of Garden Textiles Private Limited to be held as aforesaid at a remuneration of 600 GMs.
Mr. Soumya Roy Chowdhury, Advocate of Bar Library Club failing which Ms. Paramita Pal, Advocate, shall be the Chairperson 3 of the meeting of the Shareholders of Satvic Promoters Private Limited to be held as aforesaid at a remuneration of 600 GMs.
Such Chairpersons appointed for the said meetings, or any person(s) authorised by them do issue and send out the notice of the meeting(s) referred to above.
The quorum for the meeting of the Shareholders of GTPL and SPPL be fixed at 2 (two) 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 to vote at the meeting(s), is filed with the applicant companies at registered offices not later than forty-eight hours before the said meeting(s). The Chairpersons shall have the power to adjourn the meetings, if necessary.
The value of each member shall be in accordance with the books of the companies and where entries in the books are disputed, the Chairperson(s) shall determine such value for the purposes of the meeting(s).
The Chairpersons do report to this Court, the result of the said meetings within seven weeks from the date of the conclusion of the said meetings and their reports shall be verified by their respective affidavits.
4
This Application is disposed of.
The Chairpersons and all parties concerned are to act on a signed photocopy of this order on the usual undertakings.
(I. P. MUKERJI, J.)