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That meeting of the Creditors of the Demerged Company will be convened and held at the Registered Office of the Demerged Company (namely, Jagran Building, 2, Sarvodaya Nagar, Kanpur) on 30th day of June, 2007 (Saturday) at 11.00 O'clock in the forenoon for the purpose of considering, and if thought fit, approving, with or without modifications, the proposed scheme of arrangement (Demerger).
That at least 21 clear days before the day appointed for the meetings of the Demerged Company to be held as aforesaid, a notice convening the said meetings at the place and time aforesaid, together with the copies of the said scheme and of the statement required to be furnished pursuant to Section 393 of the Companies Act, 1956, and the prescribed form of proxy, shall be sent by pre-paid letter post under certificate of posting, addressed to each of the Shareholders/Members of the Demerged Company and each of the Creditors of the Demerged Company aforesaid at their respective registered or last known addresses.
That, in addition, at least 21 clear days before the day appointed for the meetings in respect of the Demerged Company, as aforesaid, separate advertisements convening the said meetings in respect of the Demerged Company, and stating that copies of the said scheme together with the copy of the statement required to be sent under Section 393 of the Companies Act, 1956 and the prescribed form of proxy can be obtained free of charge at the Registered Office of the Demerged Company, shall be published in the daily national newspapers, in English may be published in Hindustan Times published from Lucknow in its Edition having circulation in the district Kanpur, and in Economic Times published from Delhi, and in Hindi may be published in Dainik Jagran published from Kanpur.
That the Chairman appointed for the meeting of the Shareholders/ Members of the Demerged Company will issue the advertisements and send out the notices of the meeting referred to above.
That the quorum for the said meeting of the Shareholders/ Members of the Demerged Company to be held as aforesaid shall be 8 by number and 65% by value of he Shareholders/Members of the Demerged Company present either personally or by proxy.
That voting by proxy shall be permitted, provided that a proxy in the prescribed form duly signed by the person entitled to attend and vote at the meeting, is filed with the Demerged Company at its Registered Office not later than 48 hours before the meeting.
That the Chairman appointed for the meeting of the Creditors of the Demerged Company will issue the advertisements and send out the notices of the meeting referred to above.
That the quorum for the said meeting Of office Creditors of the Demerged Company to be held as aforesaid shall be 10 by number and 85% by value of the Creditors of the Demerged Company present either personally or by proxy.
That voting by proxy shall be permitted, provided that a proxy in the prescribed form duly signed by the person entitled to attend and vote at the meeting, is filed with; the Demerged Company at its registered office not later than 48 hours before the meeting.