RAJHANS INFRA PROJECTS PRIVATE LIMITED Vs. STATE

JUDGEMENT

(1.) These petitions have been filed by three companies, for the purpose of obtaining the sanction of this Court to a Scheme of Arrangement, in the nature of Amalgamation of Rajhans Infra Projects Private Limited and Rajhans Infra Link Private Limited, the Transferor Companies, with Laxmikrupa Estate Consultants Private Limited, the Transferee Company, as proposed under Ss. 391 to 394 of the Companies Act, 1956.

(2.) It is submitted that all the three companies in the proposed Scheme belong to the same group of management viz. Rajhans group and are incorporated to engage in Real Estate activities. The present Scheme of Arrangement is proposed for the consolidation of operations, to streamline the current organization structure and to realize commercial synergies. The petitions provide the details of the anticipated advantages.

(3.) It is submitted that vide orders dtd. 4/1/2016, passed in Company Applications Nos.393, 394 and 395 of 2015, the meetings of the Equity Shareholders of all the companies were dispensed with, in light of the consent letters of all the Shareholders being placed on record. There are no Secured Creditors of the Transferor Companies. The Unsecured Creditors of both the Transferor Companies have also approved the Scheme and the consent letters were placed on record. In view of the same, the dispensation of the meetings of creditors was granted.