Calcutta High Court
Sansar Tradecom Pvt. Ltd. & Ors vs Unknown on 9 February, 2010
Author: Sanjib Banerjee
Bench: Sanjib Banerjee
CA No. 73 of 2010
IN THE HIGH COURT AT CALCUTTA
ORIGINAL JURISDICTION
IN THE MATTER OF:
SANSAR TRADECOM PVT. LTD. & ORS.
BEFORE:
The Hon'ble JUSTICE SANJIB BANERJEE
Date : 9th February, 2010.
The Court: That a meeting of the Equity Shareholders of
Sansar Tradecom Private Limited (hereinafter referred to as the "STPL")
shall be convened and held at 10, Old Post Office Street, First Floor,
Room No.45, Kolkata 700001, on the 29TH day of March, 2010 at 4.30
P.M. for the purpose of considering, and if thought fit, approving, with
or without modification, the proposed Scheme of Amalgamation of the
Applicant Company Nos. 1 to 5 with the Applicant Company No.6.
That a meeting of the Equity Shareholders of Sunima Dealers
Private Limited (hereinafter referred to as the "SDPL") shall be
convened and held at 10, Old Post Office Street, First Floor, Room
No.45, Kolkata 700001, on the 29TH day of March, 2010 at 4.45 P.M.
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for the purpose of considering, and if thought fit, approving, with or
without modification, the proposed Scheme of Amalgamation of the
Applicant Company Nos. 1 to 5 with the Applicant Company No.6.
That a meeting of the Equity Shareholders of Model Vinimay
Private Limited (hereinafter referred to as the "MVPL ") shall be
convened and held at 10,Old Post Office Street, First Floor, Room
No.45, Kolkata 700001, on the 29TH day of March, 2010 at 5.00P.M. for
the purpose of considering, and if thought fit, approving, with or
without modification, the proposed Scheme of Amalgamation of the
Applicant Company Nos. 1 to 5 with the Applicant Company No.6.
That a meeting of the Equity Shareholders of Cube Griha Nirman
Private Limited (hereinafter referred to as the "CGNPL") shall be convened
and held at 10, Old Post Office Street, First Floor, Room No.45, Kolkata
700001, on the 29TH 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 Amalgamation of the Applicant Company Nos. 1 to 5
with the Applicant Company No.6.
That a meeting of the Equity Shareholders of Compact Tie- Up Private
Limited (hereinafter referred to as the "CTUPL") shall be convened and held
at 10, Old Post Office Street, First Floor, Room No.45, Kolkata 700001, on
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the 29TH day of March, 2010 at 5.30 P.M. for the purpose of considering, and
if thought fit, approving, with or without modification, the proposed Scheme
of Amalgamation of the Applicant Company Nos. 1 to 5 with the Applicant
Company No.6.
That a meeting of the Equity Shareholders of Macro Commodeal
Private Limited (hereinafter referred to as the "MCPL") shall be convened and
held at 10, Old Post Office Street, First Floor, Room No.45, Kolkata 700001,
on the 29TH day of March, 2010 at 5.45 P.M. for the purpose of considering,
and if thought fit, approving, with or without modification, the proposed
Scheme of Amalgamation of the Applicant Company Nos. 1 to 5 with the
Applicant Company No.6.
That 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 Misra & Company, 10, Old Post
Office Street, (1st Floor) Kolkata 700 001 be inserted once each in the
"Pratidin" and in "Financial Express". The publication in the Calcutta
Gazette is dispensed with.
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That 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.
That the Advocate-on-Record for the Applicant Companies do within 7
days (after obtaining the signed copy of the minutes of the 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.
That Ms. Anima Maiti, Advocate failing her Mr. Chinmoy Kr. Maiti,
Advocate, shall be the Chairperson of the said meeting of the Equity
Shareholders of the Applicant Company No. 1 to be held as aforesaid at a
remuneration of 400 GM.
That Mr. Chinmoy Kr. Maiti, Advocate failing him Ms. Renuka Roy,
Advocate, shall be the Chairperson of the said meeting of the Equity
Shareholders of the Applicant Company No. 2 to be held as aforesaid at a
remuneration of 400 GM.
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That Ms. Renuka Roy, Advocate failing her Ms. Subhra Nag, Advocate,
shall be the Chairperson of the said meeting of the Equity Shareholders of
the Applicant Company No. 3 to be held as aforesaid at a remuneration of
400 GM.
That Ms. Subhra Nag, Advocate failing her Mr. Avik Chakravorty,
Advocate, shall be the Chairperson of the said meeting of the Equity
Shareholders of the Applicant Company No. 4 to be held as aforesaid at a
remuneration of 400 GM.
That Mr. Avik Chakravorty, Advocate failing him Mr. Asim Kr.
Chakraborti, Advocate, shall be the Chairperson of the said meeting of the
Equity Shareholders of the Applicant Company No. 5 to be held as aforesaid
at a remuneration of 400 GM.
That Mr. Asim Kr. Chakraborti, Advocate failing him Ms. Anima Maiti,
Advocate, shall be the Chairperson of the said meeting of the Equity
Shareholders of the Applicant Company No. 6 to be held as aforesaid at a
remuneration of 400 GM.
That any one of the Chairperson appointed for the said meetings or
any person authorised by them or any one of them do issue and send out
the notice of the said meetings referred to above.
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That the quorum for each of the meetings of the Equity Shareholders of
the Applicant Companies may be fixed at 2 ( two ) persons each present in
person or in proxy.
That 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 Chairperson shall have the power to adjourn the meeting, if
necessary.
That the value of each member shall be in accordance with the
respective 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.
That the respective Chairperson do report to this Court the results of
the said meetings within four weeks from the date of the conclusion of the
respective meetings and their respective report shall be verified by their
respective affidavits.
Judges Summons be signed as of date. C.A No. 73 of 2010 is
disposed of.
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Urgent certified photocopies of the order if applied for, be issued to the
parties subject to compliance of all requisite formalities .
.
(SANJIB BANERJEE, J.) bp.
A.R(C.R)