2009 (9) TMI 920 - HC - Companies Law

Summary

Issues involved: Appeal u/s 483 of the Companies Act, 1956 regarding modification of the Appointed Date in a scheme of amalgamation.

Judgment Summary:

Issue 1: Scheme of Amalgamation and Modification of Appointed Date
The appeals arose from a common judgment regarding the scheme of amalgamation between two companies, which was approved by creditors, members, and the Official Liquidator. The Company Court sanctioned the scheme with a modification changing the Appointed Date from 1st April, 2008 to 1st April, 2009. The appellants challenged this modification, arguing that altering the Appointed Date would impact calculations and financial implications. The High Court reviewed the judgment and agreed that while the Company Court has discretion to modify schemes, it must do so with cogent reasons. The High Court found no justification for changing the Appointed Date and set aside the modification, sanctioning the scheme as proposed.

Conclusion
The High Court allowed the appeals, setting aside the modification made by the Company Judge regarding the Appointed Date in the scheme of amalgamation and sanctioning the original scheme. Civil Applications were disposed of, and the Registry was directed to maintain a copy of the judgment in each appeal.