Digjam Textiles Limited was incorporated as a company limited by shares on June 17, 2015 under the Companies Act, 2013 as a wholly owned subsidiary of erstwhile Digjam Limited. The Company is engaged
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in the business of trading in all kinds of textiles and manufacturing of high quality woolen/worsted fabrics at Jamnagar, Gujarat under the brand 'DIGJAM'.
During FY 2016, a Scheme of Amalgamation u/s 391 to 394 of the Companies Act, 1956 and the corresponding provisions of Companies Act, 2013 as applicable, between erstwhile Digjam Limited (the Amalgamating Company) with the Company (the Amalgamated Company) was sanctioned by the Hon'ble High Court of Gujarat vide Order dated February 17, 2016. The said Scheme became effective on March 17, 2016 upon filing of the Certified Copy of Order with Registrar of Companies, Gujarat and pursuant thereto, the entire business and undertaking of the Amalgamating Company stands transferred to and vested in the Company as going concern without any further act, instrument, deed as and from the Appointed Date under the Scheme i.e. close of business on June 30, 2015. The name of the Company was changed to Digjam Limited' w.e.f March 23, 2016 in terms of the Scheme of Amalgamation.
On April 26, 2019, Company went into Corporate Insolvency Resolution Process (CIRP) as per the provisions of the Insolvency and Bankruptcy Code, 2016 and on May 27, 2020, the Hon'ble National Company Law Tribunal, Ahmedabad had approved the Resolution Plan in favor of the Company submitted by M/s Finquest Financial Solutions Private Limited, Mumbai.
As a part of the implementation of Resolution Plan approved by the Hon'ble NCLT under Section 31 of the Insolvency and Bankruptcy Code, 2016, vide its Order dated May 27, 2020, the following changes took place in the share capital of the Company during the year 2020-21:
The existing issued, subscribed and Paid-up share capital of the Company was reduced from Rs. 92,64,16,210 consisting of 8,76,41,621 equity shares of Rs. 10/- each and 5,00,000 preference shares of Rs. 100/- each to Rs. 2,00,00,000 consisting of 20,00,000 equity shares of Rs. 10/- each, accordingly the value of issued, subscribed and paid-up share capital of the Company was reduced by Rs. 90,64,16,210 consisting of 8,56,41,621 equity shares of Rs. 10/- each and 5,00,000 Preference Shares of Rs. 100/- each. The reduction of existing issued, subscribed and paid-up share capital of the Company shall be effected by:
i) the existing equity shares of Promoters and Promoters Group aggregating to 2,75,27,589 shall stand extinguished. The balance 6,01,14,032 no. of equity shares held by public shall be written down by about 96.67% i.e. by cancellation of 5,81,14,032 equity shares. As such, these shareholders shall continue to hold 20,00,000 equity shares of face value of Rs. 10 each amounting to Rs. 2,00,00,000, on proportionate basis.
ii) The existing preference shares of promoters and promoters group aggregating to 5,00,000 number of preference shares of face value Rs. 100 shall stand extinguished. The Board of Directors in their Board meeting held on February 8, 2021 had fixed March 4, 2021 as the Record Date for the purpose of reduction. In continuation to this, the Board of Directors at their meeting held on March 19, 2021 has taken on record the Shareholders whose shares will get extinguished / cancelled pursuant to Order passed by the Hon'ble National Company Law Tribunal, Ahmedabad Bench, in view of Record date.
Pursuant to Resolution Plan, during the year 2020-21, the Company allotted 1,80,00,000 Equity Shares of Rs. 10/- each aggregating to Rs. 18,00,00,000 and 27,00,000 - 7% Non-convertible Cumulative Redeemable Preference Shares of Rs. 100/- each aggregating to Rs. 27,00,00,000 to Finquest Financial Solutions Private Limited. As on March 31, 2021, the total equity paid-up share capital of the Company was 2,000 Lakhs divided into 2,00,00,000 equity shares of Rs. 10 each fully paid-up and total preference paid-up share capital of the Company was 2,700
Lakh divided into 27,00,000 preference shares of Rs. 100 each fully paid up.
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