COMBISEVEN CONSULTANTS LTD Vs. STATE

JUDGEMENT

(1.) IN this joint petition filed under sections 391 (1) & 394 of the Companies Act, 1956, duly supported by affidavits, the Petitioner/Transferor Company No.1 (Seven Associates Consultants Ltd), Petitioner/Transferor Company No.2 (Combiseven Consultants Ltd), Petitioner/Transferor Company No.3 (Shrumdeep Consultants Ltd), Petitioner/Transferor Company No.4 (Milers Consultants Ltd), Petitioner/Transferor Company No.5 (Astha Management Services Pvt Ltd), Petitioner/Transferor Company No.6 (Monetree E -Services Pvt Ltd) and Petitioner/Transferee Company (Clubseven Consultants Ltd) seek direction to dispense with convening of the meetings of Shareholders (Class 1 & 2), Un -secured Creditors and Debenture Holders of the petitioner Transferor Companies and Transferee Company for sanctioning of the Scheme of Amalgamation (Annexure P - 48) for Scheme of Amalgamation of Seven Associates Consultants Ltd, Combiseven Consultants Ltd, Shrumdeep Consultants Ltd, Milers Consultants Ltd, Astha Management Services Pvt Ltd and Monetree E -Services Pvt Ltd (Transferor Companies No. 1 to 6 respectively) with Clubseven Consultants Ltd (Transferee Company).

(2.) MAIN Objects of the Petitioner/Transferor Companies and the Petitioner Transferee Company are detailed in their respective Memorandum and Articles of Association annexed with the petition at Annexure P -1, Annexure P -7, Annexure P -13, Annexure P -19, Annexure P -25, Annexure P -33 and Annexure P -41.

(3.) THE Registered Office of the Petitioner Transferor Company No. 1 is B -253, Nehru Ground, N.I.T, Faridabad 121 001, Haryana. The Registered Office of the Petitioner Transferor Company No. 2 is B -253, Nehru Ground, N.I.T, Faridabad 121 001, Haryana. The Registered Office of the Petitioner Transferor Company No. 3 is B -253, Nehru Ground, N.I.T, Faridabad 121 001, Haryana. The Registered Office of the Petitioner Transferor Company No. 4 is B -253, Nehru Ground, N.I.T, Faridabad 121 001, Haryana. The Registered Office of the Petitioner Transferor Company No. 5 is B -253, Nehru Ground, N.I.T, Faridabad 121 001, Haryana. The Registered Office of the Petitioner Transferor Company No. 6 is B -253, Nehru Ground, N.I.T, Faridabad 121 001, Haryana. The Registered Office of the Petitioner Transferee Company is B -253, Nehru Ground, N.I.T, Faridabad 121 001, Haryana.