COMA/199/2007 1/3 JUDGMENT IN THE HIGH COURT OF GUJARAT AT AHMEDABAD COMPANY APPLICATION No. 199 of 2007 For Approval and Signature: HONOURABLE MR.JUSTICE M.R. SHAH ========================================================= 1 Whether Reporters of Local Papers may be allowed to see the judgment ? 2 To be referred to the Reporter or not ? 3 Whether their Lordships wish to see the fair copy of the judgment ? 4 Whether this case involves a substantial question of law as to the interpretation of the constitution of India, 1950 or any order made thereunder ? 5 Whether it is to be circulated to the civil judge ? ========================================================= ALFA BRISTLERS PRIVATE LIMITED - Applicant(s) Versus . - Respondent(s) ========================================================= Appearance : MRS SWATI SOPARKAR for Applicant(s) : 1, None for Respondent(s) : 1, ========================================================= CORAM : HONOURABLE MR.JUSTICE M.R. SHAH Date : 27/04/2007 ORAL JUDGMENT Present Judges summons has been taken out by the applicant company ALFA BRISTLERS PRIVATE LIMITED (one of the transferor company) for an appropriate order dispensing with the meeting of the equity COMA/199/2007 2/3 JUDGMENT shareholders of the applicant company to consider and if thought fit to approve with or without modifications the proposed scheme of arrangement in the nature of amalgamation of Rose Packers Private Ltd., Tulip Processors Private Ltd., Daisy Packers Pvt. Ltd., Goradia Innovative Technologies Private Ltd., Amigo Brushes Private Ltd., Dentabrush Private Ltd., Alfa Bristlers Private Ltd., Jewel Brushes Private Ltd., Opal Bristlers Private Ltd., Pearl Bristlers Private Ltd., Snowdrop Bristlers Private Ltd., Unident Brushes Ltd. and Coronet Products Private Ltd with Amigo Securities Pvt. Ltd. (transferee company). It is reported that Amigo Securities Pvt. Ltd. is the applicant in Company Application No.208 of 2007. 2. Ms. Soparkar, learned advocate appearing on behalf of the applicant has drawn attention of the Court to pages 53 to 58 (Annexure D to the application) and has submitted that all the equity shareholders of the applicant company have given their consent in writing to the proposed scheme of arrangement, amalgamating the applicant company (transferee company). It is submitted that there are no secured and unsecured creditors and for that purpose, she has relied upon the certificate from the Chartered Accountant (page 59, Annexure E to the application) in support of her submission that there are no secured creditors. 3. Having procured and produced the written consent of all the equity shareholders of the applicant COMA/199/2007 3/3 JUDGMENT company to the proposed scheme of arrangement amalgamating Rose Packers Private Ltd., Tulip Processors Private Ltd., Daisy Packers Pvt. Ltd., Goradia Innovative Technologies Private Ltd., Amigo Brushes Private Ltd., Dentabrush Private Ltd., Alfa Bristlers Private Ltd., Jewel Brushes Private Ltd., Opal Bristlers Private Ltd., Pearl Bristlers Private Ltd., Snowdrop Bristlers Private Ltd., Unident Brushes Ltd. and Coronet Products Private Ltd with Amigo Securities Pvt. Ltd., the meeting of the equity shareholders of the applicant company as required to be held under the provisions of section 391(2) of the Companies Act, 1956 is hereby dispensed with. 4. This application is accordingly disposed of. No costs. (M.R. SHAH, J.) shekhar