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TMI Blog2010 (5) TMI 377X X X X Extracts X X X X X X X X Extracts X X X X ..... ed without winding upon the Companies filing certified copy of the order of this Court. The matter stands disposed of accordingly. - C.P. NOS. 117, 118 AND 119 OF 2009 CA NOS. 173, 174 AND 175 OF 2009 - - - Dated:- 3-5-2010 - M.R. SHAH, J. Navin K. Pahwa and Mrs. Sangeeta N. Pahwa for the Petitioner. P.S. Champaneri Asstt. Solicitor General of India for the Central Government. JUDGMENT 1. Company Petition No. 117 of 2009 is filed by the petitioner-Colourtex Marketing Private Limited (Transferor-Company) for an appropriate order of sanctioning the Scheme of Amalgamation of Colourtex Marketing Private Limited and Vakharia Silk Mills Private Limited (Both Transferor-Companies) with Dhanesh Enterprise Private Limited ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed and produced on record the consent of the Equity Shareholders of the Company in writing, the meeting of the Equity Shareholders to approve the proposed Scheme of Amalgamation was ordered to be dispensed with. It is submitted that the petitioner of Company Petition No. 119 of 2009 being Transferee Company, the meeting of the Creditors was not required to be held. 3. All the Company Petitions were admitted and the admission and date of final hearing were ordered to be published in two newspapers namely Indian Express ,English daily in Vadodara Edition and Gujarat Mitra , Gujarati daily in Surat Edition. It is reported that nobody has submitted any objection to the proposed Scheme of Amalgamation. 4. As per the order of admis ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nge of face value of shares from Rs. 1,000 to Rs. 10, the Official Liquidator seems to have some reservation. However, in view of the statement made by learned advocate appearing on behalf of the petitioner to the effect that by changing face value from Rs. 1,000 to Rs. 10, the share capital is not likely to be changed, meaning thereby, the share capital will remain same and specific provisions made in clause 9.1 of the Scheme, the aforesaid can be taken care, which shall be dealt with hereinafter. Except aforesaid, no objections raised either by the Regional Director or by the Official Liquidator to the proposed Scheme of Amalgamation of the Transferor-Companies to the Transferee-Company. 7. Heard Mr. N.K. Pahwa, learned advocate appea ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nd considering clause 9.1 of the proposed Scheme of Amalgamation, it is clear that the scheme provides for issuance of shares at Rs. 10 each. Clause 9.1 provides that upon the Scheme becoming finally effective and in consideration of the transfer and vesting of the Undertaking of the Transferor-Companies in Transferee-Company, the Transferee-Company shall subject to the provisions of the Scheme and without any further application, act or deed, issue and allot at par the Equity Shares of Rs. 10 each credited as fully paid-up in the capital of the Transferee-Company to the Equity Shareholders of the Transferor-Companies, whose names appear to be recorded in the Register of Members of the respective Transferor-Companies. The objections submitt ..... X X X X Extracts X X X X X X X X Extracts X X X X
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