IN RE: GALLOPS REALTY P. LTD. Vs. STATE

JUDGEMENT

(1.) THESE are the petitions filed by the petitioner -companies for sanction of a composite scheme of arrangement in the nature of purchase of shares and demerger of hotel business of Gallops Realty P. Ltd., the demerged company to Atithya Inn P. Ltd., the resulting company and the consequent reconstruction of the share capital of the demerged company under Section 391 read with Section 394 read with Sections 78 and 100 - 104 of the Companies Act, 1956.

(2.) IT has been submitted that with the object of realignment of the shareholding pattern of the demerged company as agreed between the shareholders, the proposed scheme envisages the purchase of equity shares from the shareholders and subsequent cancellation and reduction of equity share capital by the demerged company.

(3.) VIDE order dated February 26, 2009, passed in Company Application No. 30 of 2009, meetings of the equity shareholders and unsecured creditors of the demerged company were dispensed with in view of the consent letters from all of them on oath, being placed on record and there being no secured creditors of the demerged company.