1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO.173 OF 2008 WITH COMPANY APPLICATION NO.188 OF 2008 Tribos Steel Pvt.Ltd. .. Petitioner WITH COMPANY PETITION NO.174 OF 2008 WITH COMPANY APPLICATION NO.189 OF 2008 Akshata Mercantile Pvt.Ltd. .. Petitioner Mr.Sandeep Parikh i/b. Ramesh Saraogi for petitioner Mr.S.Ramakantha, Dy.O.L. in C.P.173 of 2008 Mr.C.J.Joy i/b. Mr.S.K.Mohapatra for R.D. CORAM : S.C.DHARMADHIKARI, J. DATE : 2nd May 2008 P.C. . Heard learned Counsel for parties. 2. The sanction of the Court is sought under Section 391 to 394 of the Companies Act, 1956 to 2 a scheme of amalgamation between Tribos Steel Pvt.Ltd. the Transferor Company with Akshata Mercantile Pvt.Ltd. the Transferee Company. 3. Learned Counsel appearing on behalf of the petitioners have stated that they have complied with all the requirements as per the directions of this Hon’ble Court and they have filed necessary affidavits of compliance in the Court. Moreover, petitioner companies also undertake to comply with all statutory requirements, if any, as required under the Companies Act, 1956 and the rules made thereunder. 4. The Regional Director has filed affidavit stating therein that the scheme is not prejudicial to the interest of creditors and shareholders and public. 5. The official liquidator has filed report 3 in Company Petition No.173 of 2008 stating that the affairs of the Transferor Company have been conducted in a proper manner and that the Transferor company may be ordered to be dissolved. 6. 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 to oppose the scheme. Moreover, the Regional Director has stated that the scheme as prayed is not prejudicial to the interests of shareholders, creditors and public. 7. There is no objection to the scheme, since all the requisite statutory compliances have been fulfilled, Company Petition Nos. 173 and 174 of 2008 are made absolute in terms of prayer clauses (a) to (j). 4 8. The Transferee Company to lodge 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. 9. The petitioners in both the Company Petitions to pay cost of Rs.5000/- each to the Regional Director. The petitioners in Company Petition No.173 of 2008 to pay cost of Rs.5000/- to the O.L., High Court, Bombay. Cost to be paid within four weeks from today. 10. Filing and issuance of the drawn up order is dispensed with. 11. All concerned authorities to act on a copy of this order alongwith the Scheme duly 5 authenticated by Company Registrar, High Court, Bombay. (S.C.Dharmadhikari, J)