1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO.430 OF 2008 CONNECTED WITH COMPANY APPLICATION NO.560 OF 2008 Shreeyash Chassis Pvt.Ltd. .. Petitioner WITH COMPANY PETITION NO.431 OF 2008 CONNECTED WITH COMPANY APPLICATION NO.561 OF 2008 Badve Presscomps Pvt.Ltd. .. Petitioner WITH COMPANY PETITION NO.432 OF 2008 CONNECTED WITH COMPANY APPLICATION 562 OF 2008 Badve Plastics Pvt.Ltd. .. Petitioner WITH COMPANY PETITION NO.433 OF 2008 CONNECTED WITH COMPANY APPLICATION NO.563 OF 2008 Badve Engineering Ltd. .. Petitioner Mr.Ananth Iyengar for petitioners Mr.S.Ramakantha, Dy.O.L. in C.P.Nos.430 of 2008, 431 of 2008 and 432 of 2008 Mr.C.J.Joy i/b. Mr.S.K.Mohapatra for R.D. in all the petitions. 2 CORAM : S.C.DHARMADHIKARI, J. DATE : 4th July 2008 P.C. . Heard learned Counsel for parties. 1. The sanction of the Court is sought under section 391 to 394 of the Companies Act, 1956 to a Scheme of Amalgamation of Shreeyash Chassis Pvt.Ltd. Badve Presscomps Pvt.Ltd. and Badve Plastics Pvt.Ltd. with Badve Engineering Ltd. 2. Counsel appearing on behalf of the petitioners has stated that he has complied with all the requirements as per directions of this Court and petitioners have filed necessary affidavits of compliance. Moreover, the petitioners also undertake to comply with all 3 statutory requirements, if any, as required under the Companies Act, 1956 and the Rules made thereunder. 3. The Regional Director has filed affidavit stating therein that the Scheme is not prejudicial to the interest of the Creditors and shareholders and public. 4. The Official Liquidator has filed report in Company Petition Nos.430 of 2008, 431 of 2008 and 432 of 2008 stating that the affairs of Transferor Companies have been conducted in a proper manner and that the transferor companies may be ordered to be dissolved. 5. Upon perusal of the entire 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 any public policy. None of the parties concerned have come forward 4 to oppose the scheme. 6. There is no objection to the scheme and since all the requisite statutory compliances have been fulfilled, Company Petition No.430 of 2008 is made absolute in terms of prayer clauses (a) to (i), Company Petition No.431 of 2008 is made absolute in terms of prayer clauses (a) to (i), Company Petition No.432 of 2008 is made absolute in terms of prayer clauses (a) to (i) and Company Petition No.433 of 2008 is made absolute in terms of prayer clauses (a) to (h). 7. The transferee company 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 authenticated and/or certified copy of this order. 5 8. The petitioners in all the Companies to pay cost of Rs.5000/- each to the Regional Director. Petitioner in Company Petition Nos.430 of 2008, 431 of 2008 and 432 of 2008 to pay cost of Rs.5000/- each to the Official Liquidator, High Court, Bombay. Cost to be paid within four weeks from today. 9. Filing and issuance of the drawn up order is dispensed with. 10. All concerned authorities to act on a copy of this order along with Scheme, duly authenticated by Company Registrar, High Court, Bombay. (S.C.Dharmadhikari, J)