1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SCHEME PETITION NO.169 OF 2010 CONNECTED WITH COMPANY SUMMONS FOR DIRECTION NO.36 OF 2010 City Sound And Music Pvt. Ltd. ....Petitioner WITH COMPANY SCHEME PETITION NO.170 OF 2010 CONNECTED WITH COMPANY SUMMONS FOR DIRECTION NO.37 OF 2010 IVF Holdings Pvt. Ltd. ....Petitioner Mr.G.A. Badri for the Petitioner. Mr.C.J. Joy i/b S.K.Mohapatra for the Regional Director. Mr.P. Rama Rao, Official Liquidator present in Petition No.169 of 2010. CORAM : S.J. VAZIFDAR, J. DATE : 9TH JULY, 2010. P.C. :- 1. The Petitioners seek the sanction of this Court to a scheme of amalgamation. The Petitioner in company petition No.169 of 2010 is the transferor company and the Petitioner in company petition No.170 of 2010 is the transferee company. 2. The entire procedure has been followed. There is no objection from any member, creditor or other person to the scheme being 2 sanctioned. The Official Liquidator has filed an affidavit stating inter-alia that the affairs of the transferor company have been conducted in proper manner. 3. The Regional Director has filed an affidavit stating inter-alia that save and except what is stated in paragraph 6, the scheme is not prejudicial to the interest of the shareholders and the public. In paragraph 6, it is contended that as the transferee company has proposed to adopt an object clause from the Memorandum of Association of the transferor company, it should be directed to comply with Sections 18 and 40 of the Companies Act, 1956 and should also be directed to follow the procedure. Needless to add that the Petitioners are bound to comply with the procedure as may be required by law. 4. Subject to what is stated above, both the company petitions are made absolute in terms of prayer (a). In Company Petition No.169 of 2010, the Petitioner shall pay the costs of the Official Liquidator and the Regional Director fixed at Rs.10,000/- each. In Company Petition No.170 of 2010, the Petitioner shall pay the costs fixed at Res.10,000/- to the Regional Director. The costs shall be paid on or before 15.8.2010. All concerned authorities to act on a copy of this order duly authenticated by Company Registrar, High Court, Bombay.