IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION In the matter of Companies Act, 1956 And In the matter of Sections 391 to 394 of the Companies Act, 1956. And In the matter of Scheme of Amalgamation of Sanjeev Precision Components Pvt. Ltd. with Sanjeev Auto Parts Manufacturers Pvt. Ltd. COMPANY PETITION NO.203 OF 2009 CONNCTED WITH COMPANY APPLICATION NO.137 OF 2009 Sanjeev Precision Components Pvt. Ltd. Petitioner / Transferor Company. AND COMPANY PETITION NO.204 OF 2009 CONNCTED WITH COMPANY APPLICATION NO.138 OF 2009 Sanjeev Auto Parts Manufacturers Pvt. Ltd. Petitioner / Transferee Company. CORAM : A. M. KHANWILKAR J DATE: 17th JULY 2009 Ananth Iyengar - Advocate for the Petitioners. Mr. M. Chandanamuthu, Dy. Official Liquidator in Company Petition No.203 of 2009 present. Mr. C. J. Joy, Ms. Neeta Masurkar and Ms. Lata Patne i/ b Mr. S. K. Mohapatra for the Regional Director. : 2 : P.C. 1. Heard learned counsel for the parties. 2. The sanction of the Court is sought under Sections 391 to 394 of the Companies Act, 1956 to a Scheme of Amalgamation of Sanjeev Precision Components Pvt. Ltd. (Transferor Company) with Sanjeev Auto Parts Manufacturers Pvt. Ltd. (Transferee Company) and their respective Shareholders and Creditors. 3. Counsel appearing on behalf of the Petitioners has stated that they have complied with all the requirements as per directions of this Court and they have filed necessary affidavits of compliance in the Court. Moreover, the 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 his affidavit stating therein that the Scheme is not prejudicial to the interest of Shareholders and public. 5. The Official Liquidator has filed his report in Company Petition No.203 of 2009 stating that the affairs of the Transferor Company has been conducted in a proper manner and that the said 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. 7. There is no objection to the Scheme and since all the requisite statutory compliances have been fulfilled, Company Petition No.203 of 2009 is : 3 : made absolute in terms of prayer clauses (a) to (g) and Company Petition No.204 of 2009 is made absolute in terms of prayer clauses (a) to (f). 8. The Transferee Company to lodge copy of this order and the Scheme, duly authenticated by the Company Registrar, High Court, Bombay, with the concerned Superintendent of Stamps for the purpose adjudication of stamp duty, payable, if any, on the same within 30 days from the date of the Order. 9. The Petitioners in both the Petitions to pay cost of Rs.7500/- each to the Regional Director. Petitioner in Company Petition No.203 of 2009 to pay cost of Rs.7500/- to the Official Liquidator. Costs 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 with Scheme duly authenticated by Company Registrar, High Court, Bombay. (A. M. KHANWILKAR, J)