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TMI Blog2008 (10) TMI 354X X X X Extracts X X X X X X X X Extracts X X X X ..... frustrated by virtue of the present scheme of amalgamation. - C.P. NOS. 116 TO 118 OF 2008 C.A. NOS. 237, 238 AND 240 OF 2008 - - - Dated:- 14-10-2008 - K.A. PUJ, J. Ms. Vaibhavi Parikh and Mrs. Swati Soparkar for the Petitioner. Iqbal Shaikh for the Central Government. Amit V. Thakkar for the Objector. JUDGMENT 1. These are the petitions filed by the petitioner-companies for sanction of a scheme of amalgamation of the three transferor-companies, viz., Sumilon Plastic P. Ltd., Sumilon Tex P. Ltd. and Shree Kapil Yarn Ltd., with Sumilon Industries Ltd., the transferee-company under section 391 read with section 394 of the Companies Act, 1956. 2. Vide the respective orders dated 1-4-2008, passed in Comp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , preferred Company Petition No. 14 of 2006 before the Company Law Board, Western Region Bench, Mumbai, challenging the said resolution dated 16-12-2004. He has further stated that since the directors of M/s. Vikram Silk Mills P. Ltd., intended to transfer and/or alienate or dispose of the properties of M/s. Vikram Silk Mills P. Ltd., situated at Plot Nos. 147 and 148 bearing Revenue Survey Nos. 73 and 75 at GIDC, Pandesara, Surat, he filed suit No. 428 of 2006 before the Civil Judge (S.D.) at Surat and prayed for an injunction restraining the respondent from alienating, transferring and/or disposing of the said properties. In spite of the pendency of the said company petition and the suit, an agreement to sell dated 18-6-2007 and deed of a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... -company is a bona fide purchaser of a property from the said M/s. Vikram Silk Mills P. Ltd., for a valuable consideration and has nothing to do with the issues raised by the said objector. It is further submitted that the application for joining the present petitioner in the pending proceedings before the Company Law Board was made by the objector on 16-3-2008, which is still pending and no orders have been passed in the said application, whereas the said transfer of property was duly registered with the authorities as far back as on 7-8-2007. It is further submitted that the petitioner has taken due care and caution and followed necessary procedure required for purchase of the said property. A public notice was given in the local newspa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rt. Vide the report dated 28-8-2008, filed by the official liquidator for Company Petition No. 118 of 2008 and separate reports dated 29-8-2008, filed in Company Petition Nos. 116 and 117 of 2008, it is observed that the affairs of the respective transferor companies have not been conducted in a manner prejudicial to the interest of their members or to the public interest. 8. Notice of the petitions have been served upon the Central Government and Shri Iqbal Shaikh, learned standing counsel appears for the Central Government. An affidavit dated 18-9-2008, is filed by Mr. R.K. Dalmia, Deputy Registrar of Companies along with the letter of the Regional Director dated 16-9-2008, whereby the only observation pertains to the latest financi ..... X X X X Extracts X X X X X X X X Extracts X X X X
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