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Issues:
1. Sanctioning the Scheme of compromise/arrangement and its binding effect. 2. Approval of the proposed scheme by the requisite statutory majority of lenders. 3. Payment of stamp duty and necessary fees for scheme approval. 4. Compliance with objections raised by the Central Government. 5. Sanctioning the scheme without prejudice to the interests of shareholders. Analysis: 1. The petition sought approval for a compromise/arrangement scheme, binding on the company and existing lenders. Previously, a scheme of amalgamation was sanctioned by the court, and the current scheme was approved by lenders meeting the statutory majority. 2. Following court orders, advertisements were published, and objections were invited. No objections were received, and the Central Government raised concerns regarding stamp duty and share capital increase, which were addressed by the petitioner. 3. The petitioner agreed to deposit the required stamp duty and fees, complying with the Central Government's objections. Subsequently, the necessary amounts were deposited with the authorities to address the raised concerns. 4. The court found the objections by the Central Government were adequately addressed, and no other party raised objections that would prejudice the shareholders' interests. The scheme was sanctioned as it met statutory requirements and did not harm shareholder interests. 5. The court granted the relief sought in the petition, allowing it to the extent requested. The Central Government's standing counsel fees were quantified and directed to be paid by the petitioner directly. The scheme was sanctioned without prejudice to shareholder interests, as all statutory requirements were met. Overall, the judgment approved the compromise/arrangement scheme, ensuring compliance with legal procedures and addressing objections raised by the Central Government, while safeguarding the interests of the company and its shareholders.
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