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2009 (7) TMI 767 - HIGH COURT OF BOMBAYDemerger - Compromise and arrangement - Held that:- Having regard to the fact that the Petitioner Companies have produced the audited Books of Account till 31-3-2008 and unaudited till 31-12-2008, which discloses all the relevant information coupled with the fact that the valuer has also referred to the figures of the value of the assets of the Optic Fiber Undertaking, it is neither a case of vague nor of non-transparent disclosures made by the Companies. The argument of the Applicant that the same valuer is regularly appointed by the Company for valuation purpose, cannot be the basis to hold that the subject report submitted by the said Valuer is dishonest or manipulated one. Such inference cannot be lightly drawn in absence of tangible material to substantiate the same. Significantly, it is noticed during the course of argument that the valuation is in excess of the net book value of the assets. Suffice it to note that the grievance made by the Objectors that the basis and methodology of valuation is not spelt out in the valuation report, is devoid of merits. As it was suggested that the Court may consider of specifying the rate of interest to be not less than 1 per cent over and above the Benchmark Primary Lending Rate or not less than 1 per cent over and above the Weighted average cost of debt of the Demerged Company, whichever is lower, thus, it would be just and proper to accept this offer made by the Companies as it is seen that the Average Lending Interest Rate paid by the Company is far less than the Benchmark Primary Lending Rate. The Company cannot be made to pay interest at a higher rate. Accordingly, on accepting this offer of the Companies on the above terms, the Scheme will stand modified to that limited extent. It is not a Scheme of Arrangement to affect the claim of the unsecured Creditors. Scheme allowed.
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