IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SCHEME PETITION NO. 165 OF 2010 CONNECTED WITH COMPANY SUMMONS FOR DIRECTION NO. 153 OF 2010 AURANGABAD MOTOR MANUFACTURERS LIMITED ………… Petitioner / Demerged Company COMPANY SCHEME PETITION NO. 166 OF 2010 CONNECTED WITH COMPANY SUMMONS FOR DIRECTION NO. 154 OF 2010 AURANGABAD ELECTRICALS LIMITED ………Petitioner / Resulting Company In the matter of Sections 391 to 394 the Companies Act, 1956. AND In the matter of Scheme of Arrangement between Aurangabad Motor Manufacturers Limited (the Demerged Company) and Aurangabad Electricals Limited (the Resulting Company) and their respective Shareholders and Creditors 2 Mr. Rajesh Shah i/b Rajesh Shah & Co., Advocates for the Petitioners. Mr. V. P. Sawant i/b Mr. S.K. Mohapatra for Regional Director in both the Petitions. CORAM: S. J. Kathawalla, J. DATE: 07th May, 2010 PC: 1. Heard learned counsels for the parties. 2. The sanction of the Court is sought under Sections 391 to 394 of the Companies Act, 1956, to the Scheme of Arrangement between Aurangabad Motor Manufacturers Limited and Aurangabad Electricals Limited and their respective Shareholders and Creditors. 3. Counsel appearing on behalf of the Petitioners 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, Petitioner Companies undertake to comply with all statutory requirements, if any, as required under the Companies 3 Act, 1956 and the Rules made thereunder. The undertaking is accepted. 4. The Regional Director has filed an Affidavit stating therein that the Scheme does not appear to be prejudicial to the interest of shareholders and public. 5. 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 has come forward to oppose the Scheme. 6. Since all the requisite statutory compliances have been fulfilled, Company Scheme Petition No. 165 of 2010 and 166 of 2010, filed by the Petitioner Companies are made absolute in terms of prayer clauses (a) to (c) of the respective Petitions. 7. The Petitioner Companies 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 4 of stamp duty payable, if any, on the same within 60 days from the date of the order. 8. The Petitioners in both the Company Petitions to pay costs of Rs.7,500/- each to the Regional Director, Western Region, Mumbai. Costs 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 the Company Registrar, High Court, Bombay. (S. J. Kathawalla, J.)