Dankuni Infrastructure Limited and anr. Vs. Respondent.

Dankuni Infrastructure Limited and anr. vs Respondent.

Type Court Judgment Court Kolkata Decided Mar 28, 2011

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https://sooperkanoon.com/case/915411

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Citation: sooperkanoon.com/915411
Court: Kolkata High Court
Judge: I. P. Mukerji, J.
Decided On: Mar 28, 2011
Case Number: CA NO.290 OF 2011.
Subject: Company

Case Summary

AI-generated summary - not the official court judgment text.

[Aftab Alam ; R.M. Lodha, JJ.] The respondent worked in the appellant-bank as Cashier-cum-Clerk. The enquiry was first fixed on November 15, 1994 but on that date the respondent did not appear without giving any intimation to the Enquiry Officer. Due to his non- appearance the enquiry was adjourned to November 28, 1...

Key legal issue: Company
Acts & sections: Companies Act - Section 393

Parties & Advocates

Appellant / Petitioner

Dankuni Infrastructure Limited and anr.

Advocate Mr. Amitabh Shukla, Adv.

Respondent

Respondent.

Legal References

Acts: Companies Act - Section 393

Excerpt

[aftab alam ; r.m. lodha, jj.] the respondent worked in the appellant-bank as cashier-cum-clerk. the enquiry was first fixed on november 15, 1994 but on that date the respondent did not appear without giving any intimation to the enquiry officer. due to his non- appearance the enquiry was adjourned to november 28, 1994. after recording his evidence, the enquiry officer closed the enquiry and submitted his report holding the respondent guilty of all the charges. the industrial tribunal found and held that the domestic enquiry held against the respondent suffered from violation of the principles of natural justice. it appears that from the bank this letter was not handed over to the enquiry officer. admittedly, the respondent had not appeared for the enquiry on two earlier dates. in those circumstances and having regard to the fact that the witness intended to be examined by the management in support of the charge had come in connection with that enquiry from delhi to dehradun for the third time, the enquiry officer decided to proceed with the enquiry and examine him ex parte. pw.1 happened to be the branch manager where the respondent was posted at the material time and where the misappropriation was committed by him......permitted, provided that a proxy in the prescribed form duly signed by the person(s)entitled to attend and to vote at the meeting(s), is filed with the applicant companies at their registered offices not later than forty-eight hours before the said meeting(s).the chairpersons shall have the power to adjourn the meeting(s), if necessary. 6. a meeting of the shareholders of jamshedpur transport company limited (hereinafter referred to as the transferee company) shall be convened and held at 7c, kiran shankar roy road, ground floor, calcutta-700001 on the 8th day of april, 2011 at 2.00 p.m. for the purpose of considering and if thought fit approving with or without modification, the proposed scheme of amalgamation of cargo carriers private limited, newman lefin private limited and sgc vyapar private limited 2(hereinafter collectively referred to as the transferor companies) with jamshedpur transport company limited, the transferee company. a meeting of the shareholders of cargo carriers private limited shall be convened and held at 7c, kiran shankar roy road, ground floor, calcutta-700001 on the 8th day of april, 2011 at 2.15 p.m. for the purpose of considering and if thought fit approving with or without modification, the scheme of amalgamation. a meeting of the shareholders of newman lefin private limited shall be convened and held at 7c, kiran shankar roy road, ground floor, calcutta-700001 on the 8th day of april, 2011 at 2.30 p.m. for the purpose of considering and if thought fit approving with or without modification, the scheme of amalgamation. a meeting of the shareholders of sgc vyapar private limited shall be convened and held at 7c, kiran shankar roy road, ground floor, calcutta-700001 on the 8th day of april, 2011 at 2.45 p.m. for the purpose of considering and if thought fit approving with or without modification, the scheme of amalgamation. since all the shareholders of all the applicant companies abovenamed have already considered and given their.....

Full Judgment

1. A meeting of the Shareholders of DANKUNI INFRASTRUCTURE LIMITED shall be convened and held at 10, Kiran Shankar Roy Road, 2nd Floor, Room No. 34, Calcutta-700 001 on the 14th day of April, 2011 at 2.00 p.m. for the purpose of considering and if thought fit approving with or without modification, the Scheme of Amalgamation proposed of NATURES VINCOM PRIVATE LIMITED (hereinafter referred to as the Transferor Company) with DANKUNI INFRASTRUCTURE LIMITED (hereinafter referred to as the Transferee Company).

2. A meeting of the Shareholders of NATURES VINCOM PRIVATE LIMITED shall be convened and held at 10, Kiran Shankar Roy Road, 2nd Floor, Room No. 34, Calcutta-700 001 on the 14th day of April, 2011 at 2.30 p.m. for the purpose of considering and if thought fit approving with or without modification, the said Scheme of Amalgamation. Since all the Shareholders of both the applicant companies above named have already considered and given their consent in writing to the Scheme, such meetings may be held at Short notice. At least 3 (three) days before the meetings to be held as aforesaid, notices convening the said meetings at the place and times as aforesaid together with a copy of the said Scheme of Amalgamation, a copy of the statement under section 393 of the Companies Act, 1956 and the prescribed form of proxy be sent and received under ordinary post or by Hand Delivery to each of the said Shareholders of the applicant companies at their respective last known addresses.

3. The advertisement of the notice of the meetings is dispensed with. The settlement of the individual notice, including statement to accompany the notice by the Assistant Registrar (Company) of this Court is also dispensed with.

4. Mr. Nilendu Bhattacharya, Advocate, Bar Library Club and failing him Mr. Sananda Mukhopadhyay , Advocate, Bar Library Club, shall be the Chairperson of the meeting of the Shareholders of DANKUNI INFRASTRUCTURE LIMITED to be held as aforesaid at a remuneration of 600 GMs. Mr. Sananda Mukhopadhyay, Advocate, Bar Library Club, Advocate, and failing him Mr. Nilendu Bhattacharya, Advocate, Bar Library Club , Advocate, shall be the Chairperson of the meeting of the Shareholders of NATURES VINCOM PRIVATE LIMITED to be held as aforesaid at a remuneration of 600 GMs. Such Chairpersons appointed for the said meetings, or any person(s) authorized by them do issue and send out the notice of the meeting(s) referred to above.

5. The quorum for the meetings of the Shareholders of both the Applicant Companies be fixed at 2 (two) persons, present either in person or by proxy. Voting by proxy be permitted, provided that a proxy in the prescribed form duly signed by the person(s)entitled to attend and to vote at the meeting(s), is filed with the applicant companies at their registered offices not later than forty-eight hours before the said meeting(s).The Chairpersons shall have the power to adjourn the meeting(s), if necessary.

6. A meeting of the Shareholders of JAMSHEDPUR

TRANSPORT COMPANY LIMITED (hereinafter referred to as the

Transferee Company) shall be convened and held at 7C, Kiran

Shankar Roy Road, Ground Floor, Calcutta-700001 on the 8th day of

April, 2011 at 2.00 p.m. for the purpose of considering and if thought fit

approving with or without modification, the proposed Scheme of

Amalgamation of CARGO CARRIERS PRIVATE LIMITED, NEWMAN

LEFIN PRIVATE LIMITED and SGC VYAPAR PRIVATE LIMITED 2

(hereinafter collectively referred to as the Transferor Companies) with

JAMSHEDPUR TRANSPORT COMPANY LIMITED, the Transferee

Company.

A meeting of the Shareholders of CARGO CARRIERS PRIVATE

LIMITED shall be convened and held at 7C, Kiran Shankar Roy Road,

Ground Floor, Calcutta-700001 on the 8th day of April, 2011 at 2.15

p.m. for the purpose of considering and if thought fit approving with or

without modification, the Scheme of Amalgamation.

A meeting of the Shareholders of NEWMAN LEFIN PRIVATE

LIMITED shall be convened and held at 7C, Kiran Shankar Roy Road,

Ground Floor, Calcutta-700001 on the 8th

day of April, 2011 at 2.30

p.m. for the purpose of considering and if thought fit approving with or

without modification, the Scheme of Amalgamation.

A meeting of the Shareholders of SGC VYAPAR PRIVATE LIMITED

shall be convened and held at 7C, Kiran Shankar Roy Road, Ground

Floor, Calcutta-700001 on the 8th

day of April, 2011 at 2.45 p.m. for the

purpose of considering and if thought fit approving with or without

modification, the Scheme of Amalgamation.

Since all the Shareholders of all the applicant companies

abovenamed have already considered and given their consents in writing

to the Scheme, such meetings may be held at short notice.

At least 3 (three) days before the meetings to be held as aforesaid,

notices convening the said meetings at the place and times as aforesaid 3

together with a copy of the said Scheme of Amalgamation, a copy of the

statement under section 393 of the Companies Act, 1956 and the

prescribed form of proxy be sent and received under Certificate of

Posting or by Hand Delivery to each of the said Shareholders of the

applicant companies at their respective last known addresses.

The advertisement of the notice of the meetings is dispensed with.

The settlement of the individual notice, including statement to

accompany the notice by the Assistant Registrar (Company) of this

Court is also dispensed with.

Mr.Arijit Banerjee, Jr. Advocate, C/o.Mr.Biswanath Mitra (Bar

Library Club) shall be the Chairperson of the said meeting of the

Shareholders of JAMSHEDPUR TRANSPORT COMPANY LIMITED to be

held as aforesaid at a remuneration of 600 GMs.

Ms.Priyanka Bhutoria, Advocate, C/o. Mr.Farook M. Razack,

Additional Solicitor General, Bar Library Club, shall be the Chairperson

of the said meeting of the Shareholders of CARGO CARRIERS PRIVATE

LIMITED to be held as aforesaid at a remuneration of 600 GMs.

Ms. Prithu Dudhoria, Advocate, Bar Association, Room No.1, shall

be the Chairperson of the said meeting of the Shareholders of NEWMAN

LEFIN PRIVATE LIMITED to be held as aforesaid at a remuneration of

600 GMs. 4

Ms. Saswati Ghosh Sinha, Advocate shall be the Chairperson of

the said meeting of the Shareholders of SGC VYAPAR PRIVATE

LIMITED to be held as aforesaid at a remuneration of 600 GMs.

In default of any, any other may act.

Such Chairpersons appointed for the said meetings, or any

person(s) authorised by them do issue and send out the notice of the

meeting(s) referred to above.

The quorum for the meetings of the Shareholders of all the

Transferor Companies be fixed at 2 (two) persons and that of the

Transferee Company be fixed at 5 (five) persons, present either in person

or by proxy.

Voting by proxy be permitted, provided that a proxy in the

prescribed form duly signed by the person(s) entitled to attend and to

vote at the meeting(s), is filed with the applicant companies at their

registered offices not later than forty-eight hours before the said

meeting(s). The Chairpersons shall have the power to adjourn the

meeting(s), if necessary.

The value of each member shall be in accordance with the books of

the companies and where entries in the books are disputed, the

Chairperson shall determine such value for the purposes of the

meeting(s). 5

The Chairpersons do report to this Court, the result of the said

meetings within two weeks from the date of the conclusion of the said

meetings and his reports shall be verified by their respective affidavits.

This application is disposed of.

The Chairpersons and all parties concerned are to act on a signed

photocopy of this order on the usual undertakings. The value of each member shall be in accordance with the books of the companies and where entries in the books are disputed, the Chairperson shall determine such value for the purposes of the meeting(s). The Chairpersons do report to this Court, the result of the said meetings within two weeks from the date of the conclusion of the said meetings and the reports shall be verified by their respective affidavits. Let the summons be signed as of date This application is disposed of. The Chairperson and all parties concerned are to act on a signed photocopy of this order on the usual undertaking.

Same Court & Year Kolkata · 2011 Same Parties Dankuni Infrastructure Limited and anr. vs Respondent. Same Subject Company Same Judge I. P. Mukerji, J. Acts & Sections Companies Act - Section 393

Company