IN RE Vs. MODERN INSULATORS LIMITED

JUDGEMENT

(1.) This petition filed by the companies above named is coming up finally before us for the purpose of the approval of the scheme of arrangement, as contemplated between the companies and its shareholders by way of Demerging the GPF (Gujarat Polyfils) Division of the Petitioner Company No.l with the Petitioner Company No.2. A perusal of the petition discloses that initially the application seeking the dispensation of the meetings of equity shareholders, secured and unsecured creditors were filed before the Hon'ble High Court of Rajasthan in Company Application No.12/2011. The High Court vide its order dated 04.10.2012, was pleased to dispense with the requirement of convening the meetings of the equity shareholders of the Petitioner Company No.2 in view of their consents having been obtained and produced before it wherein there being no secured and unsecured creditors in the Petitioner Company No.2, necessity of convening the meetings did not arise. In relation to the Petitioner Company No.l the High Court directed to convene the meetings of Equity Shareholders, Secured and Unsecured Creditors.

(2.) Under the circumstances, the petitioners have filed their joint petition for sanction of the Scheme of Arrangement before the High Court under the erstwhile provisions of 1956 Act, subsequent to the order of dispensation of the meeting ordered by the High Court on 04.10.2012 and the meetings were accordingly convened on 09.11.2012.

(3.) On 06.12.2012 the High Court issued Notice to the Regional Director, North- West Region, Ahmedabad in the Second Motion petition in C.P. No. 30/2012 moved by the petitioners under Sections 391 to 394 of the Companies Act, 1956 read with relevant Rules of the Companies (Court) Rules, 1959 in connection with the scheme. The Petitioners were also directed vide said order to carry out publication in the newspapers "Hindustan Times" in English (Delhi Edition) and "Rajasthan Patrika" in Hindi (Jaipur Edition) .