GNANAKSHI CHEMICALS PVT LTD Vs. STATE

JUDGEMENT

(1.) As the issues arising for the consideration of this Court, in the present Original Side Appeals, are similar in nature, a common order is being passed. The Original Side Appeals have been preferred against the common judgment and decree, dated 22.4.2013, passed by a learned single Judge of this Court, in Company Application Nos. 443 of 2013 and C.A. No. 444 of 2013, in Company Application Nos. 343 of 2013 and C.A. No. 344 of 2013. Originally, C.A. No. 343 of 2013 had been filed by the transferor company, seeking a direction to convene a meeting of the equity shareholders of the company, for the purpose of amalgamation. Likewise, C.A. No. 344 of 2013 had been filed by the transferee company, seeking a similar relief.

(2.) The learned single Judge, while passing the judgment and decree, dated 10.4.2013, in C.A. Nos. 343 and 344 of 2013, had directed the Companies concerned, to follow certain procedures by issuing individual notices, for holding the meeting of the shareholders, for the purpose of amalgamation of the Companies concerned. However, the learned counsel appearing on behalf of the appellants had submitted that the date for holding the meeting of the shareholders of the respective Companies, was fixed on 18.5.2013. Hence, they filed C.A. Nos. 443 and 444 of 2013, seeking to re-fix the date of the meeting. However, those applications were dismissed by the learned single Judge. Hence, the present Original Side Appeals have been preferred.

(3.) The learned senior counsel appearing on behalf of the appellants had submitted that it would not be convenient for the shareholders to attend the meeting, on 18.5.2013, as many of them are residing abroad. Therefore, the learned senior counsel requested this Court to fix the date for holding the meeting, on 14.6.2013, so that it would be convenient for a substantial number of the shareholders to attend the meeting. He had further submitted that the other conditions stipulated by the learned single Judge, in his judgment and decree, dated 10.4.2013, may remain, without any alteration. In view of the submissions made by the learned senior counsel appearing on behalf of the appellants, the Original Side Appeals are ordered, fixing the date for the holding of the meeting of the shareholders, for the amalgamation of the Companies concerned, on 14.6.2013. The other conditions stipulated by the learned single Judge, in his judgment and decree, dated 10.4.2013, shall remain as such, without any alteration. The Original Side Appeals are ordered accordingly. No costs.