Back
Page 1 of 10
IN THE NATIONAL COMPANY LAW TRIBUNAL
KOLKATA BENCH- I
KOLKATA
CP No. 1013 (KB) of 2020
In the matter of:
An application under section 66 of the Companies Act, 2013 read with the
National Company Law Tribunal (Procedure for Reduction of Share Capital of
Company) Rules, 2016.
And
In the matter of:
Mayank Securities Private Limited, a company incorporated under the
Companies Act, 1956, having CIN: U67120WB1995PTC073362 and having its
registered office at 229 A J C Bose Rd Cresent Tower 5th Floor, PS Bhawanipur
KOLKATA 700020, West Bengal.
…. Petitioner
Date of Hearing: 28th January, 2022
Date of Pronouncement: 28th February, 2022
Coram:
Shri Rajasekhar V.K., Member (Judicial)
Shri Balraj Joshi, Member (Technical)
Appearances (via Video Conferencing):
Ms. Neha Somani, Practising Company Secretary - For the Petitioner
ORDER
Per: Balraj Joshi, Member (Technical)
1.
This court convened via video conference today.
2.
This is a Petition filed under section 66 of the Companies Act, 2013 ('the
Act') read with the National Company Law Tribunal (Procedure for
reduction of share capital of Company) Rules, 2016. The petitioner
IN THE NATIONAL COMPANY LAW TRIBUNAL
KOLKATA BENCH - I
Mayank Se4curities Private Limited
CP No. 1013 /KB/ 2020
Page 2 of 10
company, Mayank Securities Private Limited ('the Company') seeks
approval of this Tribunal qua Special Resolution passed at the Extra
Ordinary General Meeting held on 31/01/2020 for reduction of the
issued, subscribed and paid-up equity shares capital of the company
from 65,36,370 equity shares of Rs. 10/- each to 64,45,370 equity shares
of Rs. 10/- each, by cancelling and extinguishing 91,000 equity shares
of Rs. 10/- each, issued at a premium of Rs. 490/- each, aggregating to
Rs.4,55,00,000/- (Rupees Four Crore Fifty-five Lakh only), held by the
"identified shareholders".
3.
The Ld. Authorised Representative for the Petitioner Company submits
that no objector has come before the Tribunal to oppose the Petition and
nor has any party controverted any averments made in the Petition.
4.
The Ld. Authorised Representative for the Petitioner Company submits
that Article 1 of the Articles of Association of the Petitioner Company
and section 66 of the Companies Act, 2013 (“Act”) read with National
Company Law Tribunal (Procedure for Reduction of Share Capital of
Company) Rules, 2016 empowers the Petitioner Company to reduce its
share capital and securities premium account by passing a special
resolution.
5.
The broad facts in the background of which the present petition has been
filed by the petitioner is that the Petitioner Company was subject to
survey action u/s. 133A of the Income Tax Act on 02/06/2015.
Subsequently, the Petitioner Company had filed an application u/s.
245C(1) of the Income Tax Act, 2016 on 01/09/2017 before the
Settlement Commission (IT & WT), Additional Bench, Kolkata
(hereinafter referred to as "Settlement Commission") for settlement for
the Assessment Years 2011-12 to 2017-18 vide Settlement. Application
No. WB/KOL/PCIT-CENTRAL-I/2017-18/15/IT. The said application
was settled vide order dated 12/10/2018 u/s. 245D(4) of the Income Tax
Act, 1961.
IN THE NATIONAL COMPANY LAW TRIBUNAL
KOLKATA BENCH - I
Mayank Se4curities Private Limited
CP No. 1013 /KB/ 2020
Page 3 of 10
6.
Ld. Authorised Representative submits that the reason that has
necessitated the reduction of Equity Share Capital of the Applicant, inter
alia, is that pursuant to the aforesaid order dated 12/10/2018 of the
Income Tax Settlement Commission u/s 245D(4) of the Income Tax Act,
1961, Share Capital of Rs. 9,10,000/- and Securities Premium of Rs.
4,45,90,000/-, aggregating to Rs. 4,55,00,000/- was ordered to be treated
as income of the Company. Accordingly, such equity share capital
needed to be cancelled.
7.
Accordingly, the Board of Directors of the Company, at its meeting held
on 0
