IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO. 726 OF 2009 CONNECTED WITH COMPANY APPLICATION NO. 828 OF 2009 HARASIDDH ENTERPRISES (INDIA) PRIVATE LIMITED ….Petitioner / Transferor Company No.1 AND COMPANY PETITION NO. 727 OF 2009 CONNECTED WITH COMPANY APPLICATION NO.829 OF 2009 HARASIDDH PROPERTIES (THANE) PRIVATE LIMITED…..Petitioner / Transferor Company No.2 WITH COMPANY PETITION NO. 728 OF 2009 CONNECTED WITH COMPANY APPLICATION NO. 830 OF 2009 HARASIDDH BUILDERS & DEVELOPERS PRIVATE LIMITED…. Petitioner / Transferee Company In the matter of the Companies Act, 1956 (1 of 1956); AND In the matter of Sections 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Amalgamation of Harasiddh Enterprises (India) Private Limited and Harasiddh Properties (Thane) Private Limited with Harasiddh Builders & Developers. Private Limited; AND Their respective shareholders. Mr. Hemant Sethi i/b Hemant Sethi & Co. for the petitioners. Mr. P. Rama Rao, Official Liquidator, in C.P. No. 726 of 2009 and C.P. No. of 727 of 2009. Ms. Neeta Masurkar i/b Mr. S. K. Mohapatra for Regional Director in C.P. No. 726 of 2009 and C.P. No. of 727 of 2009 and C.P. No. of 728 of 2009. CORAM: DR. D. Y. CHANDRACHUD J. DATE: 6th November, 2009 PC: 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 the Scheme of Amalgamation between Harasiddh Enterprises (India) Private Limited and Harasiddh Properties (Thane) Private Limited with Harasiddh Builders & Developers Private Limited. 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 also undertake to comply with all statutory requirements, if any, as required under the Companies Act, 1956 and the rules made there under. 4. The Regional Director has filed an Affidavit stating therein that that the Scheme does not appear to be prejudicial to the interest of shareholders and public. 5. The Official Liquidator has filed a report in Company Petition No.726 of 2009 and Company Petition No. 727 of 2009 stating therein that the affairs of the Transferor Companies have been conducted in a proper manner and that the Transferor Companies may be ordered to be dissolved. 6. Upon perusal of the entire material placed 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 has come forward to oppose the Scheme. 7. There is no objection to the Scheme. Since all the requisite statutory compliances have been fulfilled; Company Petition No. 726 of 2009 and Company Petition No. 727 of 2009 filed by the Transferor Companies are made absolute in terms of prayer clauses (a) to (h). Company Petition No. 728 of 2009 filed by the Transferee Company is made absolute in terms of prayer clauses (a) to (g). 8. The Petitioner Companies to lodge a copy of this order and the Scheme duly authenticated by the Company Registrar, High Court (O. S.), Bombay with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable, if any, on the same within 60 days from the date of order. 9. The Petitioners in all the Company Petitions to pay costs of Rs.7500/- each to the Regional Director and the Petitioners in Company Petition No 726 of 2009 and Company Petition No. 727 of 2009 filed by the Transferor Companies to pay to the Official Liquidator a sum of Rs.7500/- each. 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 along with Scheme duly authenticated by the Company Registrar, High Court (O. S.), Bombay (DR. D. Y. CHANDRACHUD J.)