2001 (1) TMI 904

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..... ge is as regards the office objection that no petition has been filed by the transferee-company. In the company petition, the petitioner which is a transferor-company is sought to be amalgamated with IDI Ltd., which is the transferee-company. The transferee is the holding company of the transferor which is thus its 100 per cent subsidiary. Clause 10 of the proposed scheme of amalgamation postulate .....

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..... ingle Judge of this Court held as follows : ". . . if a scheme by way of transfer of undertaking does not affect the rights of the members or creditors of the transferee-company, as between themselves and the company, or does not involve a reorganisation of the share capital of the transferee-company, no application by the transferee-company under section 391 or section 394 would be necessary. . .....

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..... In the present case, having regard to the relevant clauses of the proposed scheme and particularly the provision whereby no new shares are sought to be issued to the members of the transferor-company by the transferee-company, the scheme will not affect the members of the transferee-company. The creditors of the transferee-company are not likely to be affected by the scheme in view of the financia .....

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