CA(AA) No. 03/BB/20l7. Case: In Re: Darshita India Happy Homes Private Limited Vs. Company Law Board

Case Number:CA(AA) No. 03/BB/20l7
Party Name:In Re: Darshita India Happy Homes Private Limited Vs
Counsel:For Appellant: Uday Shankar, Associates Advocates and Authorised Representatives
Judges:Ratakonda Murali, Member (J) and Ashok Kumar Mishra, Member (T)
Issue:Company Law
Judgement Date:April 17, 2017
Court:Company Law Board
 
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Order:

(Bengaluru Bench)

  1. This Application is filed on behalf of the Applicant Company under Section 230 and 232 of the Companies Act, 2013 read with Rule 3 of the Companies (Compromises, Arrangement and Amalgamation) Rules, 2016, praying to order for dispensing with convening of separate Meeting of Equity Shareholders and Secured Creditors of the Applicant Company for considering the Scheme of Amalgamation, where under the Darshita Happy Homes Private Limited (First Transferor Company) and Darshita India Happy Homes Private Limited (Applicant Company) which is the Second Transferor Company are being merged with Darshita Southern India Happy Homes Private Limited (Transferee Company) for purposes of considering the Scheme of Amalgamation.

  2. The averments made in the Company Application are briefly described hereunder:-

  3. The Applicant Company seeks an order dispensing with convening of separate meeting of Equity Shareholders and Secured Creditors of the Applicant Company for considering the Scheme of Amalgamation of Darshita Happy Homes Private Limited (First Transferor Company) and Darshita India Happy Homes Private Limited (Second Transferor Company/Applicant Company) with Transferee Company Darshita Southern India Happy Homes Private Limited in terms of Scheme of Amalgamation shown as Annexure-A.

  4. An Affidavit of Authorised Signatory is filed along with the application stating that, the Applicant Company was incorporated on 2nd September 2004 under the name and style "Big India Malls Private Limited" having its Registered Office at No. 1008, Chiranjiv Tower, 43, Nehru Place, New Delhi. Subsequently, on 16th December 2016 the Company has changed its name to Darshita India Happy Homes Private Limited with Registrar of Companies, Karnataka vide CIN U70100KA2004PTC098520 as a Private Limited Company and consequently the Registered office of the Applicant Company has been shifted to 4th Floor, Salarpuria Windsor, No. 3, Ulsoor Road, Bengaluru-560042. Copy of the Memorandum and Articles of Association of the 2nd Transferor Company is shown as Annexure-B Series. The main object of the Applicant Company is to engage in the business of construction and development of residential and commercial projects in India and undertaking project management activities and to acquire, construct, build, alter, develop, improve, repair, renovate, decorate, work, plan, manage control, fabricate, pull down, layout landed properties, buildings, multi-storied...

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