Judgment : The applicant, a company incorporated under the Companies Act, 1956 (for short, the ‘Act’), having its registered office at the address shown in the cause title carries on business of designers, sellers, etc., amongst others, as set out in the memorandam and articles of association, Annexure-A. 2. The authorised, issued, subscribed and paid – up share capital of the applicant – company is more fully set out in paragraph 4 of the affidavit of one Subhrarag Mukherjee, the authorised signatory of the applicant-company. The audited balance sheet made up to 31-3-2009 of the applicant-company. Annexure –B discloses its assets and liabilities. 3. The Board of Directors of the applicant-company have approved and adopted the scheme of amalgamation in the present form on 12-10-2009, by which the company known as Hewlett-Packard Global soft Private Limited, a company incorporated under the companies Act and registered in the State of Karnataka, is proposed to be amalgamated with the applicant-company. 4. Paragraph 17 of the affidavit, it is stated that the applicant-company has two shareholders, who have extended their ‘no objection’ to dispense with the convening of their meeting to consider the scheme of amalgamation. 5. In para 18 it is stated that the sole secured creditor by name Kotak Mahindra Prime Limited, has extended its no objection to approve the scheme and to dispense with the convening of its meeting, by letter dated 30-10-2009 Annexure-G 6. At para 19, it is stated that the applicant-company has 41 unsecured creditors for value of 1.27 crores out of whom 32 constituting the majority of 96% of the unsecured amount have extended their no objection to the scheme and to dispense with their meeting to consider the scheme of amalgamation. 7. The applicant-company has placed before Court all relevant material in respect of the relief to dispense with the meetings of the shareholders, Secured and the unsecured to consider the scheme of amalgamation. 8. Having regard to the material on record, the following: ORDER (i) The convening of the meeting of the shareholders, secured and unsecured creditors of the applicant-company are dispensed with. (ii) 15 days time is granted to the applicant-company to file company petition.