IN RE Vs. HIM TEKNOFORGE LIMITED AND ORS

JUDGEMENT

(1.) This application has been jointly filed by Him Teknoforge Limited, i.e. Transferor Company and Gujarat Automotive Gears Limited i.e. Transferee Company under Sections 230-232 read with Sections 66 and other applicable provisions of the Companies Act, 2013 supported by the affidavits of the Authorised Representatives of applicant companies for seeking appropriate orders/directions for convening and holding of the meetings of the equity shareholders, secured creditors and unsecured creditors of the transferor and the transferee companies in connection with the proposed Scheme of Amalgamation (hereinafter referred to as the "Scheme") between Him Teknoforge Limited and Gujarat Automotive Gears Limited.

(2.) It is further prayed that the requirement of meeting of only the unsecured creditors whose debt as on 31.12.2016 is below Rs.1,00,000/- may be dispensed with as they constitute less than 1.5% of the outstanding dues in respect of transferor-company whereas it is less than 4% in respect of transferee-company. It is also prayed that joint notices of the meetings may be issued to the Central Government through the Regional Director, Northern Region, Ministry of Corporate Affairs. New Delhi; Registrar of Companies, Himachal Pradesh; Official Liquidator attached to the High Court of Himachal Pradesh; Income Tax authorities; SEBl; Bombay Stock Exchange and such other statutory or sectoral regulator (s)/authorities which this Tribunal may deem appropriate. The affidavit (Annexure A-22) sworn in by Mr. Rajiv Aggarwal, Director of both the companies and Managing Director of the transferee-company, the Authorised Representative as per the Board resolution, states that the notice to the RBI or Competition Commission of India is not required because the companies are not the non-banking financial companies nor they are covered under the provisions of the Competition Commission of India. Learned counsel for the applicant-companies filed two separate affidavits dated 28.04.2017 of Mr. Rajiv Aggarwal, Authorised Representative of both the companies stating therein that there is no other Sectoral Regulator(s) in respect of both the companies.

(3.) It is represented that Rajiv Aggarwal, Director of transferor company and Managing Director of transferee company has been authorized by separate resolutions dated 20.12.2016 (Annexure A-1 and Annexure A-2) of the applicant companies to file the instant application and to do all acts, deeds, matters and things as may be necessary in the matter.