IN RE. WELSPUN FINTRADE PRIVATE LIMITED Vs. ABC

JUDGEMENT

(1.) The Petitioner Company has filed this petition under sections 391 to 394 of the Companies Act, 1956 seeking sanction to the arrangement embodied in the Scheme of Amalgamation between Welspun Developers & Infrastructure Limited and Kalyan Reality & Developers Private Limited and Welspun Fintrade Private Limited and their respective share holders and creditors.

(2.) It is averred in the petition that the two Transferor Companies and the petitioner Transferee Company belong to the same group of management. The amalgamation is proposed in order to achieve synergic benefits and consolidation of the activities and elimination of number of non-operating companies in the group, reduction and operation compliance costs and simplification of the group structure. According to the petitioner, the amalgamation will be advantageous to the share holders as well as the creditors of the company. The details of the benefits envisaged due to the Scheme are set out in the petition.

(3.) It is further averred that vide order dated 10.01.2014 passed in Company Application No.15 of 2014, the meetings of the Equity Shareholders, the Unsecured Creditors and Preference Shareholders of the Transferee Company were dispensed with in view of the written consent letters of all the Equity Shareholders, Unsecured Creditors and Preference Shareholders being placed on record and there being no secured creditors of any of the transferee companies.