TMI Blog2012 (11) TMI 79X X X X Extracts X X X X X X X X Extracts X X X X ..... that the Petitioner Company may be ordered to be dissolved - in spite of being on notice the said unsecured creditor of the Petitioner Company has not appeared before this court neither has filed his objection before this Court. Thus the objection is without merit and is rejected. The rights of the unsecured creditor of the Petitioner Company are not affected From the material on record, the Scheme appears to be fair and reasonable and is not violative of any provisions of law and is not contrary to public policy. None of the parties concerned have come forward to oppose the Scheme in the Court - scheme of Amalgamation s well within the frame work of law and the record and as it is difficult for the Court to deal and decide the business st ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rest of shareholders and public. In paragraph 6 of the Affidavit it is stated that: 6. That the Deponent further submits that, Transferee Company was investigated under the provisions of section 235 of the Act, vide order passed by the Ministry of Corporate Affairs in file No. 3/88/2011-CL-II dated 02/06/2011 by SFIO. The report submitted by the SFIO is under further consideration before the appropriate authority. The Central Government, Regional Director, Registrar of Companies reserve their rights to take appropriate action if any arising out of investigation report submitted by SFIO to Ministry of Corporate Affairs. 5. There is no dispute that the Transferee Company will remain in existence even after the post sanctioned scheme. Th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the said unsecured creditor has neither served an affidavit raising his alleged objection upon the Petitioner or its Advocates nor has filed its Affidavit of objection in this Hon ble Court nor has given notice in terms of Rule 34 of the Company Court Rules 1959. The Counsel for the Petitioner further submitted that though this Hon ble Court is not the adjudicating authority to adjudicate the claims under Sections 391-394 of the Companies Act, 1956, in paragraph 18 of the Petition it is stated that the aggregate assets of the Petitioner Company and the Transferee Company are more than sufficient to meet all their respective external liabilities and the Scheme will not adversely affect the rights and interest of any of the creditors of any ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ng on notice the said unsecured creditor of the Petitioner Company has not appeared before this court neither has filed his objection before this Court. Thus the objection is without merit and is rejected. As mentioned above the rights of the unsecured creditor of the Petitioner Company are not affected From the material on record, the Scheme appears to be fair and reasonable and is not violative of any provisions of law and is not contrary to public policy. None of the parties concerned have come forward to oppose the Scheme in the Court. 9. I am inclined to observe that all the experts/professionals include financers, auditors, chartered accountants, bankers, creditors, financial institutions apart from unanimous majority decisions to s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... . 13. The Petitioner Company to lodge a copy of this order alongwith a copy of the Scheme of Amalgamation duly authenticated by the Company Registrar, High (O.S.), Bombay, with the concerned Superintendent of Stamps, for purposes of adjudication of stamp duty payable, if any, on the same within 60 days from the date of the order. 14. The Petitioner Company to pay costs of Rs. 10,000/- each respectively, to the Regional Director and to the Official Liquidator, High Court Bombay. Costs to be paid within four weeks from the date of the order. 15. Filing and issuance of the drawn up order is dispensed with. 16. All authorities concerned to act on a copy of this order along with Scheme attached thereto, duly authenticated by the Company ..... X X X X Extracts X X X X X X X X Extracts X X X X
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