TMI Blog1995 (12) TMI 267X X X X Extracts X X X X X X X X Extracts X X X X ..... arrangement and amalgamation annexed as Exhibit 'C to both the petitions with or without modifications as the Honourable Court deems fit. 2. By the proposed scheme the transferor company is sought to be amalgamated with the transferee company on the footing that the trans- feree company shall allot to the members of transferor company one equity share of the transferee company of Rs. 10 each (fully paid up) for 10 shares of Rs. 10 each (fully paid up) held by the member concerned in the transferor company. By the proposed scheme the authorised capital of the transferee company is sought to be increased as set out in the said scheme. The transferee company has agreed to discharge all the liabilities of the transferor company and has a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d accounts of the transferor company for the period of five years ended 31-3-1994. The said report is favourable to the petitioners. The affairs of the transferor company have not been conducted in a manner prejudicial to the interests of its members or to public interest. 8. The State Industrial and Investment Corporation of Maharashtra Ltd. (i.e., SICOM) has given its approval in respect of the proposed scheme of amalgamation of the transferor company, ie., Shree Saibaba Castings (P.) Ltd. with the transferee company, Le., Kamanwala Industries Ltd. on the condition that the approvals of Financial Institutions/Banks should also be obtained in respect of the proposed amalgamation. 9. By an order passed by this Court on 4-8-199 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of view it appears to have opposed the proposed scheme of amalgamation. 12. I am happy to record that the controversy between Kamanwala Industries Ltd. and Punjab National Bank is mutually sorted out. The transferee company as well as the Punjab National Bank have arrived at certain consent terms. In substance, transferee company has agreed to pay the balance of Rs. 25,20,000 to Punjab National Bank on or before 31-3-1996 along with interest, etc., more particularly set out in the consent terms filed before the Court. The consent proposal made on behalf of the transferee company and Punjab National Bank is quite reasonable. The scheme Exhibit 'C to the petition is modified in terms of the consent terms arrived at between Kamanwala Indu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... made absolute in terms of prayers ( a ) to ( e ) with the addition of the words 'the scheme as modified' by the consent terms marked 'X' for identification. The transferor company is hereby dissolved without winding up as permissible under section 394(1)( b )( iv ). The Petitioner in Petition No. 493 of 1994 is directed to pay a sum of Rs. 500 towards cost of the petition to the Official Liquidator and a further sum of Rs. 500 towards cost of the petition to the Regional Director. 16. Company Petition No. 494 of 1994 is also made absolute in terms of prayers ( a ) to ( e ) with the addition of the words 'scheme as modified'. 17. The petitioner is directed to pay a sum of Rs. 500 towards the cost of the petition to the Regional D ..... X X X X Extracts X X X X X X X X Extracts X X X X
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