Calcutta High Court
Koira Minerals Limited vs Aryan Mining & Trading Corporation ... on 8 February, 2010
Author: Sanjib Banerjee
Bench: Sanjib Banerjee
CA No.19 of 2010 IN THE HIGH COURT AT CALCUTTA ORIGINAL JURISDICTION In the Matter of:
Koira Minerals Limited And Aryan Mining & Trading Corporation Private Limited And Dover Properties Private Limited Before:
The Hon'ble Justice Sanjib Banerjee Date: February 8, 2010 Ms. Manju Bhutoria, Adv.
appears for the applicant The Court: A meeting of the Equity Shareholders of Koira Minerals Limited, being the applicant no.1 herein shall be convened and held at 1B, Old Post Office Street, 2nd Floor, Kolkata 700 001, on Tuesday, the 23rd day of March, 2010 at 4:45 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Arrangement between the Applicant Company Nos.1, 2 and 3 and their respective shareholders.
A meeting of the Equity Shareholders of Aryan Mining & Trading Corporation Private Limited, being the applicant no.2 herein shall be convened and held at 1B, Old Post Office Street, 2nd Floor, Kolkata 700 001, on Tuesday, the 23rd day of March, 2010 at 5.00 P.M. for the purpose of considering, and if thought 2 fit, approving, with or without modification, the proposed Scheme of Arrangement between the Applicant Company Nos. 1, 2 and 3 and their respective shareholders.
A meeting of the Equity Shareholders of Dover Properties Private Limited, being the applicant no.3 herein shall be convened and held at 1B, Old Post Office Street, 2nd Floor, Kolkata 700 001, on Tuesday, the 23rd day of March, 2010 at 5.15 P.M. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Arrangement between the Applicant Company Nos. 1, 2 and 3 and their respective shareholders.
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 Arrangement 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 Advocates Khaitan & Co., 1B, Old Post Office Street (2nd Floor) Kolkata 700 001 be inserted once each in the "Pratidin" Bengali newspaper and in "The Business Standard"
English newspaper. The publication in the Calcutta Gazette is dispensed with.3
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 times 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 by Prepaid Post under Certificate of Posting or by hand through Personal Messenger addressed to each of the Equity Shareholders in the Applicant Companies at their respective or last known addresses.
The Advocate-on-Record for the Applicant Companies do within 3 days (after obtaining an authenticated copy 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.
Mr. Mohim Chowdhury, Advocate failing which Mr. A. C. Mitra, Sr. Advocate 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 400 GM.
Mr. A. C. Mitra, Sr. Advocate failing which Mr. Kaushik Sarkar, Advocate 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 400 GM.
4
Mr. Kaushik Sarkar, Advocate failing which Mr. Mohim Chowdhury, Advocate 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 400 GM.
Any one of the Chairpersons appointed for the said meetings or any person authorised by them do issue and send out the notice of the said meetings referred to above.
The quorum for the meeting of the Equity Shareholders of the Applicant Company No.1 may be fixed at 5 (five) persons each present either in person or in proxy and quorum for the respective meetings of the Equity Shareholders of the Applicant Company Nos.2 and 3 may be fixed at 2 (two) persons each present either in person or in 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, is filed with the respective Applicant Companies at their Registered Office not later than forty eight hours before the meetings. Any one of the Chairpersons shall have the power to adjourn the meeting, if necessary.
The value of each member shall be in accordance with the respective books of the concerned Applicant Companies and where entries in the books are disputed, the Chairperson 5 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 respective meetings and their respective report shall be verified by their respective affidavits.
Summons be signed as of date. C.A. No.19 of 2010 is disposed of.
Urgent certified photocopies of this order, if applied for, be issued to the parties subject to compliance with all requisite formalities.
(Sanjib Banerjee, J.) kc.
AR(CR)