1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SCHEME PETITION NO. 283 OF 2011 CONNECTED WITH COMPANY SUMMONS FOR DIRECTION NO. 240 OF 2011 Damascus Investment and Trading Company Limited … Petitioner/Transferor Company No. 1 WITH COMPANY SCHEME PETITION NO. 284 OF 2011 CONNECTED WITH COMPANY SUMMONS FOR DIRECTION NO. 241 OF 2011 Perman Project Supports Limited … Petitioner/Transferor Company No. 2 WITH COMPANY SCHEME PETITION NO. 285 OF 2011 CONNECTED WITH COMPANY SUMMONS FOR DIRECTION NO. 242 OF 2011 N.W. Exports Limited … Petitioner /Transferee Company IN THE MATTER of Scheme of Amalgamation of Damascus Investment and Trading Company Limited and Perman Project Supports Limited with N.W. Exports Limited. Ms. Renuka Shetty i/b Crawford Bayley & Co. in all the Petitions. Mr.C. J. Joy i/b Dr. T. C. Kaushik for Regional Director in both Petitions. Dr. T. Pandian , Official Liquidator present in CSP No. 283 of 2011 and CSP No. 284 of 2011. CORAM: S. J. KATHAWALLA J. DATE: 22nd July, 2011 2 PC: 1. Heard Counsel for the Parties. 2. The sanction of this Court is sought under Sections 391 to 394 of the Companies Act, 1956 to a Scheme of Amalgamation of Damascus Investment and Trading Company Limited and Perman Project Supports Limited with N.W. Exports Limited. 3. Counsel appearing on behalf of the Petitioner Companies has stated that they have complied with all requirements as per directions of this Court and they have filed necessary affidavits of compliance in the Court. Moreover, the Petitioner Companies undertake to comply with all the statutory requirements, if any, as required under the Companies Act, 1956 and the Rules made thereunder. The Undertaking is accepted. 4. The Regional Director has filed an Affidavit stating therein that it appears that the Scheme is not prejudicial to the interest of shareholders and public. 5. The Official Liquidator has filed a report in Company Scheme Petition Nos. 283 of 2011 and 284 of 2011 stating that the affairs of the Transferor Companies has been conducted in a proper manner and that the Transferor Companies may be ordered to be dissolved. 6. From the 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 public policy. None of the Parties concerned have come forward to oppose the Scheme. 7. Since all the requisite statutory compliances have been fulfilled, Company Scheme Petition Nos. 283 of 2011, 284 of 2011 and 285 of 2011 are made absolute in terms of prayer clauses (a) to (f) of the respective Petitions. 8. The Transferee Company to lodge a 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 of adjudication of 3 stamp duty payable, if any, on the same within 60 days from the date of the Order. 9. The Petitioners in all the Company Scheme Petitions to pay costs of Rs.10,000/- each to the Regional Director, Western Region, Mumbai. The Petitioner Company in Company Scheme Petition No. 283 of 2011 and 284 of 2011, to pay costs of Rs. 10,000/- each, to the Official Liquidator, High Court, Bombay. Costs to be paid within four weeks from today. 10. Filing and issuance of the drawn up order is dispensed with. 11. All authorities concerned to act on a copy of this Order alongwith Scheme duly authenticated by the Company Registrar, High Court, Bombay. (S. J. KATHAWALLA J.)