2014 PLP 1516 (CLD)
FIVE STAR INTERNATIONAL (PVT.) LTD. — Petitioner Versus REGISTRAR OF COMPANIES — Respondent
| Citation | 2014 PLP 1516 (CLD) |
| Forum / Court | Lahore |
| Bench Members | N/A |
| Parties | FIVE STAR INTERNATIONAL (PVT.) LTD. — Petitioner Versus REGISTRAR OF COMPANIES — Respondent |
| Primary Law | Companies Ordinance (XLVII of 1984) |
Q1: What are the key laws and sections cited in 2014 PLP 1516 (CLD)?
This judgment primarily cites: Companies Ordinance (XLVII of 1984) as referenced in Pakistani case law index.
Q2: Which judicial bench decided the case 2014 PLP 1516 (CLD)?
The case was heard and decided by the Lahore bench comprising: N/A.
Q3: What is the official citation format for this judgment on Pakistan Law Portal?
Cite this legal precedent as: 2014 PLP 1516 (CLD) (FIVE STAR INTERNATIONAL (PVT.) LTD. — Petitioner Versus REGISTRAR OF COMPANIES — Respondent). Read the full summary and cross-referenced laws free on Pakistan Law Portal.
Laws Cited
Representation
- Ms. Saadia Malik for Petitioner.
- Umair Mansoor and Aftab Ahmad, Manager Credit, Soneri Bank, Main Branch, Faisalabad for Respondent.
Headnotes / Summary
Ss. 96, 97, 98 & 101
Reduction in share capital of Company
Power of the court to dispense with addition to name of company of "and reduced"
Petitioner Company sought reduction of its share capital as decided by special resolution passed by its Directors
Contention of the petitioner Company was that said reduction in share capital would not affect ownership or voting rights of shareholders, and would not be detrimental to any Director or shareholder of the Company; and further that nothing was due to any creditor
Held, that special resolution was duly registered with Securities and Exchange Commission of Pakistan under Form 26 and there were presently no creditors and no prejudice would be caused by reduction in share capital to any share holders
High Court allowed petition for reduction in share capital and directed that the petitioner Company was exempted from writing the words "and reduced" as part of the name of the company upon reduction of its capital.
Judgment & Decree
MRS. AYESHA A. MALIK, J.
Through this petition, under Section 97 of the Companies Ordinance, 1984 (1984 Ordinance), the petitioner seeks consideration of reduction of capital from 9,456,752 of Rs.10 each to ordinary share face value equivalent to Rs.10 each to Rs.7,000,000 ordinary shares divided into 700,000 ordinary shares of Rs.10 each.
2. According to the petition, petitioner is a company limited by shares. As per the Memorandum and Articles of Association of the Company, the authorized capital of the company at the time of incorporation was Rs.100,000,000 divided into 10,000,000 ordinary shares of Rs.10 each with the power to increase, reduce, consolidate or otherwise re-organize the share capital and to divide the shares of the company into different classes in accordance with the provisions of 1984 Ordinance. The shareholder directors of the petitioner company through a special resolution held in its meeting on 20-12-2013 unanimously decided that the paid up capital of the petitioner company from Rs.9,456,752 be reduced to Rs.7,000,000 divided into Rs.7,000,000 ordinary shares of Rs.10 each.
3. Learned counsel for the petitioner argued that the reduction of capital would not in any manner affect the ownership or voting rights of the shareholders. Similarly the same will not be detrimental to the rights of any director, shareholder or the petitioner company, hence it may be allowed. Further, argued that presently the petitioner company does not have any creditors. The previous creditor is in Court to state that no amount is due to it and they have no objection to the reduction.
4. Learned counsel for the respondent SECP stated that the respondent SECP has no objection. Further stated that there are no creditors of the petitioner company, as such no prejudice is caused.
5. I have heard the learned counsel for the parties and reviewed the record available on the file. The petitioner company was incorporated on 20-3-2006. The resolution dated 20-12-2013 is duly registered with the Securities and Exchange Commission of Pakistan (SECP) under Form
26. There are presently no creditors and no prejudice is caused to the shareholders.
6. In view of the aforesaid, this petition is allowed with the direction that the petitioner company can reduce its capital from Rs.9,456,752 of Rs.10 each to ordinary share face value equivalent to Rs.10 each to Rs.7,000,000 ordinary shares divided into 700,000 ordinary shares of Rs.10 each as per the shareholders special resolution dated 20-12-2013 which reduction stands confirmed. The petitioner company is exempted from writing the words 'and reduced' as part of the name of the company upon reduction of its capital. KMZ/F-16/L Petition allowed.