1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SCHEME PETITION NO.150 OF 2010 CONNECTED WITH COMPANY SUMMONS FOR DIRECTIONS NO.150 OF 2010 Indiagames Limited ....Petitioner Company Mr.Janak Dwarkadas, Senior Counsel i/b M/s.Crawford Baylay & Co. for the Petitioner. Mr.V.P. Sawant for the Regional Director. Mr.S.C. Shah i/b Shah Legal for EFFORT BPO Ltd. CORAM : S.J. VAZIFDAR, J. DATE : 9TH JUNE, 2010. P.C. :- 1. The Petitioner seeks sanction to a composite scheme of arrangement which also involves a reduction in the share capital. The procedure has been followed. The Regional Director has filed an affidavit dated 5.5.2010, saying that save and except as stated in paragraph 6 thereof, the scheme is not prejudicial to the interest of the shareholders and the public. 2. In paragraph 6, it is stated that M/s.UTV Software Communications Limited is a holding company of the Petitioner. About 30% of the paid up capital of the holding company is held by the financial institutions and the public. As the shareholders of the company are not aware about the scheme, it is stated that the Petitioner ought to obtain the 2 consent of the shareholders of the holding company before giving effect to the scheme. 3. By an affidavit dated 4.6.2010, the Petitioner has stated that it has obtained approval from all the shareholders including the holding company. A resolution to that effect is annexed to the said affidavit. In the circumstances, the reservation expressed by the Regional Director has been taken care of. 4. There is no other objection to the scheme being sanctioned either by any authority or any person. However one EFFORT BPO LTD., who claims to be an unsecured creditor of the Petitioner, states that its rights ought not to be affected by the said scheme. Mr.Dwarkadas, the learned Senior Counsel appearing on behalf of the Petitioner states that irrespective of anything that may be contained in the scheme, the rights, if any, of the said unsecured creditor will not be affected in any manner whatsoever merely by virtue of the scheme or this order sanctioning it. 5. The Company Petition is accordingly disposed of.