Calcutta High Court
S.S.Salwar Suits & Anr vs Unknown on 7 February, 2011
Author: I. P. Mukerji
Bench: I.P.Mukerji
C. A. No. 135 of 2011 IN THE HIGH COURT AT CALCUTTA ORIGINAL JURISDICTION In the matter of:
S.S.Salwar Suits & Anr. Before :
The Hon'ble Justice I.P.Mukerji .
Dated: 7th February, 2011.
Ms. Prabha Jain...appears.
The Court: Each of the equity shareholders of both the applicant companies have given their written consent to dispense with the meeting of the applicant companies for the purpose of considering and approving the proposed Scheme of Amalgamation and have also consented to the proposed Scheme of Amalgamation of the applicant company no. 2 with the applicant company no. 1 .
By this application under Sections 391(1) and 393 of the Companies Act, 1956, it is prayed for that the meeting of equity shareholders of both the applicant companies be dispensed with and leave be granted to file a confirmation petition.Such submission is made on the ground that there are 3+3 shareholders respectively in the applicant companies out of which
2 are common and they are all members of the same family and all are 2 residing at the same address as also their respective consent is brought on record in the application.
However, I am of the view that a meeting of the equity shareholders of the applicant companies has to be held in accordance with Section 391 of the Companies Act, 1956. Such meeting can be informal dispensing with all formalities.
I appoint Mr. Subhojit Ghosh, advocate, Bar Association Room No.12 as a Special Officer to hold an informal meeting of the equity shareholders of the applicant companies, at No.7C, Kiran Shankar Roy Road, Room no. BB (Basement ), Kolkata 700 001, to ascertain their consent and to file a report before this Court on the returnable date.
This application is made returnable on 18th February, 2011. The Special Officer will be paid a remuneration of 800 Gms. All parties concerned are to act on a signed photocopy of this order on the usual undertakings.
[I.P. MUKERJI, J.] pkd.
Asstt.Registrar[C.R.]