List of Ordinary and Special Resolutions under Companies Act, 2013
List of Ordinary and Special Resolutions under Companies Act, 2013
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CITATION: 82 (1999) DLT 518 DECIDED on: 13.08.1999 FACTS In this case a Company Petition was filed by M/s. Tecumseh India Private Limited (“Transferee Company”) seeking amalgamation of M/s. Tecumseh Products India Limited (“Transferor Company”) with the Transferee Company. Both the Transferor and Transferee Company belonged to same group. The scheme of amalgamation provided that all…
The scope of Company Court to sanction scheme of amalgamation is limited and therefore Court can intervene in matter only when it is not just and fair or prejudicial to the interest of share holders. Court can only go through scheme and examine whether it has complied requirements under Section 391 (2) and was passed requisite majority or not. Individual personal interest of minority share holders is of no concern unless it is affecting class interest of such equity shareholders.
NCLT has jurisdiction over all winding up proceedings, including, inter alia, winding up on the ground of inability to pay debt, where such petition is served to a respondent after 15th December, 2016. For all other winding up petitions served before 15th December, 2016, High Court will continue to have jurisdiction.
PRIVATE PLACEMENT MEMORANDUM (PPM) At the Offshore Fund level: PPM is the document that discloses all pertinent information to the investors regarding the company, proposed business operations of the company, structure of the transaction, the terms of the investment (share price, note amounts, maturity dates, etc.), potential risks for the investors, and details of the…
Section 68(1) of the new Act, deals with the issue of ‘buy-back’. The corresponding provision in the old Act is Section 77A. After a comparison of old Act and Rules as well as new Act and Rules, it is evident that there has been no significant change in the laws regarding buy-back. The changes have…
Directors of a company hold the most crucial position in the Company. With the new Companies Act, 2013 (“New Act“) already in force, their position has become even more significant than ever before. They are now formally included within the definition of “key managerial personnel” or “KMP” under Section 2(51) of the New Act. New…
very helpful…