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TMI Blog2017 (2) TMI 79X X X X Extracts X X X X X X X X Extracts X X X X ..... - MR. SIDDHARTH MRIDUL J. Resulting Company/Petitioner No. 2 Through: Ms. Malini Sud, Santosh Kumar and SP Singh Chawla Advocate for the Petitioners Ms. Aparna Mudiam, Assistant Registrar of Companies for the Regional Director J U D G M E N T SIDDHARTH MRIDUL, J. 1. This second motion joint petition has been filed under Sections 391 to 394 of the Companies Act, 1956 (hereinafter referred to as the Act ) by PETRO IT LIMITED (hereinafter referred to as Demerged Company ) and PETRO IT SOLUTIONS PRIVATE LIMITED (hereinafter referred to as Resulting Company ), seeking sanction of this Court to the proposed scheme of Arrangement (hereinafter referred to as proposed scheme ) between the Demerged Company and the Re ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Resulting Company is stated to be ₹ 1,01,00,000/- divided into 10,10,000 equity shares of ₹ 10/- each. 8. Copies of the Memorandum and Articles of Association of the Petitioner-Companies have been filed on record. The audited balance sheets, as on 31.01.2014, of the Petitioner-Companies, along with the report of the auditors have also been filed on record. 9. A copy of the proposed scheme has been placed on record and the salient features thereof have been incorporated and detailed in the present petition. It is stated on behalf of the applicants that the proposed scheme, inter-alia, provides for merger of the Demerged Undertaking (as defined in the proposed scheme) of the Demerged Company into the Resulting Company. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... oceedings under Sections 235 to 251 of the Act are pending against the Petitioner Companies. 13. To recapitulate, the Petitioner Companies had earlier filed Company Application (M) No.120 of 2015, seeking directions of this Court to dispense with the requirement of convening meetings of the shareholders and creditors of the Petitioner-Companies to consider and if thought fit, approve, with or without modification, the proposed scheme. This Court, vide order dated 28.08.2015, allowed the said application and dispensed with the requirement of convening meetings of the shareholders and creditors of the Petitioner Companies. 14. The Petitioner Companies have thereafter filed the present petition seeking sanction of this Court to the p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... shareholders and creditors of the Petitioner Companies; affidavit filed by the Regional Director not raising any objection to the proposed scheme, there appears to be no impediment to the grant of sanction to the proposed scheme. Consequently, sanction is hereby granted to the proposed scheme. The Petitioners will comply with the statutory requirements in accordance with law. Upon the sanction becoming effective from the appointed date of the proposed scheme, the Demerged Undertaking (as defined in the proposed scheme) of the Demerged Company shall stand merged in the Resulting Company. 18. A certified copy of the order, sanctioning the proposed scheme, be filed with the ROC within 30 days from the date of receipt of the same. 19 ..... X X X X Extracts X X X X X X X X Extracts X X X X
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