DENSO INDIA LIMITED Vs. STATE

JUDGEMENT

(1.) THIS is petition filed under Section 100 to 105 of the Companies Act, 1956 read with Rule 46 of the Companies (Court) Rules, 1959 for confirming reduction of capital of Petitioner Company, proposing a reduction of issued, subscribed and paid up capital. The Petitioner has prayed for dispensation of the procedure prescribed under Section 101(2) of the Companies Act, 1956.

(2.) IT has been submitted that the reason for the reduction of share capital of the Petitioner Company is that the existing subscribed and paid up equity share capital of the Petitioner Company consisting of 27,879,644 equity shares of face value of Rs. 10/ - each fully paid up aggregating to Rs. 278,796,440/ - be reduced by cancelling and extinguishing 1,130,754 subscribed and paid up equity shared which are held by non -promoter shareholders as on November 30, 2014 or any other date as determined by the Board after the proposed reduction is approved by this Hon'ble Court. It is also submitted that existing issued equity share capital of Rs. 280,620,000 consisting of 28,062,000 equity shares of face value of Rs. 10/ - each fully paid up shall also stand reduced to an amount of Rs. 267,488,900 (comprising of 26,748,890 equity shares of face value of Rs. 10/ - each fully paid up) or equivalent to such higher amount of subscribed and paid up equity share capital as held by the promoter shareholders as on date as determined by the Board after the proposed reduction is approved by this Hon'ble Court.

(3.) IT is submitted that Article VII (h) of the Articles of Association of the Petitioner Company authorizes Petitioner Company to reduce its share capital in any manner for the time being authorized by law.