1 rng IN IN IN THE HIGH COURT OF JUDICATURE AT BOMBAY THE HIGH COURT OF JUDICATURE AT BOMBAY THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORDINARY ORDINARY ORIGINAL CIVIL JURISDICTION ORIGINAL CIVIL JURISDICTION ORIGINAL CIVIL JURISDICTION COMPANY COMPANY COMPANY PETITION NO.1054 OF 2008 PETITION NO.1054 OF 2008 PETITION NO.1054 OF 2008 connected connected connected with with with COMPANY COMPANY COMPANY APPLICATION NO.1638 OF 2008 APPLICATION NO.1638 OF 2008 APPLICATION NO.1638 OF 2008 In the matter of the Companies Act 1956 (I of 1956) and In the matter of sections 391 to 394 of the Companies Act, 1956; and In the matter of scheme of Amalgamation of Mohit Jewellery Private Limited (the Transferor Company) and Mohit Diamonds Private Limited (the Transferee Company) and their respective Shareholders and Creditors Mohit Jewellery Private Limited.. Petitioner Company with with with COMPANY PETITION NO.1055 OF 2008 COMPANY PETITION NO.1055 OF 2008 COMPANY PETITION NO.1055 OF 2008 connected connected connected with with with COMPANY COMPANY COMPANY APPLICATION NO. 1639 OF 2008 APPLICATION NO. 1639 OF 2008 APPLICATION NO. 1639 OF 2008 Mohit Diamonds Private Limited .. Petitioner Company Mr.Rajesh Shah for Petitioner Mr.C.J.Joy a/w Mr.M.D.Sharma for Regional Director Mr.S.Ramakantha, Dy.Official Liquidator present CORAM CORAM CORAM : S.J.Vazifdar, J : S.J.Vazifdar, J : S.J.Vazifdar, J DATED DATED DATED : 20th February, 2009 : 20th February, 2009 : 20th February, 2009 P.C. 1. The petitioners seek an order sanctioning the scheme of amalgamation under sections 391 and 394 of the Companies Act. The petitioner in Company Petition No.1054 is the transferor company and Petitioner in Company Petition No.1055 is the transferee company. 2. Due procedure has been followed. The Petitioners 2 have complied with all requirements as per directions of this Court. The Petitioner Companies also undertake to comply with all statutory requirements if any, as required under the Companies Act, 1956 and rules made thereunder. There is no objection from either the share holders, creditors or any other party. 3. The Official Liquidator has filed an affidavit inter alia stating that the scheme is not prejudicial to the interest of creditors, shareholders and public. 4. The Regional Director has filed an affidavit stating therein that the scheme is not prejudicial to the interest of the share holders and the public. 5. The Scheme is fair and reasonable. There is nothing on record which disentitles the Petitioners the reliefs claimed. 6. In the circumstances, Company Petition No.1054 of 2008 is made absolute in terms of prayer clause (a) to (d) and Company Petition No.1055 of 2008 is made absolute in terms of prayer clauses (a) to (c). 7. The Petitioner Companies to lodge a copy of this order and the scheme with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable if any, on the same within 30 days of obtaining the certified copy and/or an authenticated 3 copy of the order with the scheme annexed. 8. The Petitioners in all the Company Petitions to pay costs of Rs.7500/- each to the Regional Director and Rs.7500/- each to the Official Liquidator by the Petitioners. Costs to be paid within four weeks from today.