9911796707
TMI Blog2010 (5) TMI 377X X X X Extracts X X X X X X X X Extracts X X X X ..... sh Enterprise Private Limited (Transferee-Company). 2. Company Petition No. 118 of 2009 is filed by another Transferor-Company i.e., Vakharia Silk Mills Private Limited for sanctioning the Scheme of arrangement in the nature of Amalgamation of aforesaid two Transferor-Companies with the Transferee-Company under section 391(2) of the Companies Act, 1956. It is submitted that all the petitioner Companies belong to the same group of management. It has been submitted that pursuant to the order passed by this Court in Company Application No. 173 of 2009, the meeting of the Equity Shareholders and Unsecured Creditors of one Transferor-Company-Colourtex Marketing Private Limited were ordered to be dispensed with, having obtained and produced on r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... der of admission made on 11-5-2009 in all these Petitions, the Notices were issued to the Regional Director and the Official Liquidator in case of Colourtex Marketing Private Limited and Vakharia Silk Mills Private Limited (Transferor-Companies). 5. In response to the Notices issued by this Court, a common Affidavit has been filed by one Mr. R.K. Dalmia, Deputy Registrar of Companies, Office of the Registrar of Companies, Ahmedabad along with Communication addressed by Joint Director for Regional Director dated 2-9-2009. It has been submitted in the said affidavit that as per clause 19 of the Scheme, the name of the Transferee-Company shall stand changed to 'Colourtex Marketing Private Limited' (Transferor-Company's name). However, Transfe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pearing on behalf of the petitioner Companies; Official Liquidator and the Mr. Pankaj Champaneri, learned Assistant Solicitor General of India appearing for the Central Government. Having gone through the petitions, affidavits filed and documents produced on record and considering the submissions made in this behalf, this Court is satisfied that the amalgamation is in the interest of the Company, its members and Creditors of the Companies. As stated hereinabove, so far as Regional Director is concerned, he has no objections to sanction the proposed Scheme of Amalgamation of the Transferor-Companies with the Transferee-Company subject to comply with the provisions of sections 20 and 21 of the Companies Act, 1956 with respect to filing of nec ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d by the Official Liquidator is thus taken care. In the report, Official Liquidator has submitted that explanation and clarifications furnished by the petitioner companies do not seem that the affairs of the Company have not been conducted in a manner prejudicial to the interest of its members or the public interest. However, how the affairs of the Companies have not been conducted in a manner prejudicial to the interest of its members or the public interest is not stated. Still considering the statement made on behalf of the petitioner, as stated hereinabove, the aforesaid objections submitted by the Official Liquidator can be taken care. 9. For the reasons stated hereinabove, Company Petition Nos. 117, 118 and 119 of 2009 are allowed. Pr ..... X X X X Extracts X X X X X X X X Extracts X X X X
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