IN THE HIGH COURT OF JUDICATURE FOR RAJASTHAN AT JAIPUR BENCH JAIPUR. ORDER In S.B. Company Application No. 24 of 2008 IN THE MATTER OF THE COMPANIES ACT 1956 AND IN THE MATTER OF SECTION 391 AND SECTION 394 OF THE COMPANIES ACT 1956 AND IN THE MATTER OF SCHEME OF AMALGAMATION OF AAYASHI PROPERTIES PRIVATE LIMITED AND OTHERS WITH AUTOLITE AGENCIES PRIVATE LIMITED. Date of Order : July 4,2008 P R E S E N T HON'BLE MR. JUSTICE SHIV KUMAR SHARMA Mr. Sandeep Taneja for the applicant. BY THE COURT This application is filed by Autolite Agencies Private Limited, having its registered office situated at 408, M.N. Chamber, Khajane Walo Ka Rasta, Chandpole Bazar,Jaipur( hereinafter shall be referred to as 'the applicant transferee company) praying therein for an order to dispense with the calling of meetings of the shareholders in the matter of the consideration and approval of the scheme of amalgamation of Aayashi Properties Private Limited ( tranferor company No.1), Nancy Trading Company Private Limited ( Transferor Company No.2), Miraculous Estates Private Limited ( Transferor company No.3), VB Properties Private Limited ( Transferor Company No.4) and VKB Marketing Private Limited ( Transferor Company No.5) with the petitioner transferee company. 2. Having heard learned counsel for the petitioner transferee company and on perusal of the document at page No.60 of the application, I am satisfied that the petitioner transferee company has five share holders namely, MBM Berarings ( Rajasthan ) P Ltd., New Dimension Edumark P Ltd., Promo Auto Industries P. Ltd, Arvind Kumar Bansal and Nidhi Bansal and all these five share holders vide their respective letters enclosed with the application and marked as Annexure 1/5 (pages 61 to 68) have given no objections if requirement of convening meeting of the shareholders of the company under the supervision of the court is dispensed with for consideration and approval of the scheme of amalgamation. It is further given out in the application that the transferee company have no secured or unsecured creditors as on the date of application. 3. As a result of the aforesaid discussion I am satisfied that this application deserves acceptance and the same is allowed. The holding of the meetings of the shareholders of the petitioner transferee company, as required under sections 391 and 394 of the Companies Act, 1956, for consideration and approval of the scheme of amalgamation of Aayashi Properties Private Limited and others with the petitioner transferee company is dispensed with. 4. The application accordingly stands disposed of. (SHIV KUMAR SHARMA )J. Pareek/