(1.) THIS joint application has been filed under Sections 391 to 394 of the Companies Act, 1956 by the applicant companies seeking directions of this court to dispense with the requirement of convening the meetings of their equity shareholders, secured and unsecured creditors to consider and approve, with or without modification, the proposed Scheme of Amalgamation of M/s. Chemico Manufacturers (India) Limited (hereinafter referred to as the transferor company) with M/s. Vimal Organics Limited (hereinafter referred to as the transferee company).
(2.) THE registered offices of the transferor and transferee companies are situated at New Delhi, within the jurisdiction of this Court.
(3.) THE transferor company was originally incorporated under the Companies Act, 1956 on 16th September, 1974 with the Registrar of Companies, Uttar Pradesh at Kanpur under the name and style of Chemico Manufacturers (India) Private Limited. The company changed its name to Chemico Manufacturers (India) Limited and obtained the fresh certificate of incorporation on 2nd February, 1995. Thereafter, the company shifted its registered office from the State of Uttar Pradesh to NCT of Delhi and obtained a certificate in this regard from the Registrar of Companies, NCT of Delhi and Haryana at New Delhi on 28th February, 2006.