HON’BLE SRI JUSTICE B.SESHASAYANA REDDY COMPANY APPLICATION No. 351 of 2010 O R D E R: This application has been taken out by M/s. MLR Auto Limited (hereinafter referred to as ‘Transferee Company’) U/Secs. 391 and 394 of the Companies Act 1956 R/w. Rule 9 of Company (Court) Rules, 1959 to dispense with the convening of the meeting of the shareholders as well as appointment of Chairperson. 2. The Transferee company is incorporated as a Public Limited Company under the provisions of the Companies Act 1956 on 16-02-2009. Its authorized share capital is Rs.1,00,00,000/- divided into equity shares of Rs.10/- each. The issued, subscribed and paid up capital is Rs.5,00,000/- consisting of 50,000 equity shares of Rs.10/- each and the entire share capital is held by the Transferor company and its nominees. The salient features o f the company is described in para No. 14 of the application. Hence this application by the Applicant/Transferee company. 3. The Shareholders of the Transferee company has placed on record their affidavit reporting their consent for the proposed scheme of amalgamation. The Board of Directors of the Transferee company considered the scheme of amalgamation on 01-03-2010 and approved the same subject to the approval passed by this Court. Since the shareholders have placed on record their affidavits giving consent to the scheme, the instant application has been moved by the applicant/transferee company to dispense with the convening meeting of the shareholders. 4. Heard the learned counsel for the applicant-transferee company and perused the affidavits of the shareholders of the transferee company. 5. It is stated in their affidavits that they have gone through the scheme of arrangement between the Transferor company and the Transferee company and accorded consent for the same. 6. Such is the situation, the application is ordered dispensing with the meeting of the shareholders of the Transferee company to consider the scheme of arrangement and appointment of the chairperson. 7. Accordingly, the application is allowed. ____________ 29-04-2010 Mjl/* HON’BLE SRI JUSTICE B.SESHASAYANA REDDY COMPANY APPLICATION No. 351 of 2010 Dated: 29-04-2010 Mjl/*