SMS IRON TECHNOLOGY PRIVATE LIMITED Vs. STATE

JUDGEMENT

(1.) This joint application has been filed under Sections 391 to 394 of the Companies Act, 1956 read with Rules 67 & 87 of the Companies (Court) Rules, 1959 by the applicant companies seeking directions of this court to dispense with the requirement of convening the meetings of their equity shareholders and secured creditors and for convening the separate meetings of the unsecured creditors of the transferor company no. 2, the demerged company and the transferee company to consider and approve, with or without modification, the proposed Composite Scheme of Arrangement between SMS Iron Technology Private Limited (hereinafter referred to as the transferor company no. 1); SMS Concast Engineering (India) Private Limited (hereinafter referred to as the transferor company no. 2); SMS Meer India Private Limited (hereinafter referred to as the demerged company) and SMS India Private Limited (hereinafter referred to as the transferee company).

(2.) The registered offices of the transferor companies, the demerged company and the transferee company are situated at New Delhi, within the jurisdiction of this Court.

(3.) The transferor company no. 1 was originally incorporated under the Companies Act, 1956 on 20th April, 1989 with the Registrar of Companies, Maharashtra under the name and style of Indomag Steel Technology Private Limited. The word 'private' was deleted from the name of the company w.e.f. 01.04.1995. The word 'private' was added in the name of the company w.e.f. 23.05.2001. The company changed its name to SMS Demag Private Limited and obtained the fresh certificate of incorporation on 27th September, 2001. Thereafter, the company shifted its registered office from the State of Maharashtra to Delhi and obtained a certificate in this regard from the Registrar of Companies, NCT of Delhi & Haryana at New Delhi on 1st September, 2003. The company finally changed its name to SMS Iron Technology Private Limited and obtained the fresh certificate of incorporation on 3rd September, 2007.