IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO. 799 OF 2008 CONNECTED WITH COMPANY APPLICATION NO. 1237 OF 2008 ARAVALI FABRICS PRIVATE LIMITED ………Petitioner /Transferor Company. WITH COMPANY PETITION NO. 800 OF 2008 CONNECTED WITH COMPANY APPLICATION NO. 1238 OF 2008 ANIL YARNS PRIVATE LIMITED …………. Petitioner / Transferee Company. In the matter of the Companies Act, 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 ARAVALI FABRICS PRIVATE LIMITED with ANIL YARNS PRIVATE LIMITED Mr. Rajesh Shah i/b Rajesh Shah & Co. for the Petitioners. Mr. S. Ramakantha Dy. Official Liquidator in CP No. 799 of 2008 i/b Mr. S.K. Mohapatra for Regional Director in both the Petitions CORAM: A.M.Khanwilkar J. DATE : 12 th December, 2008 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 of ARAVALI FABRICS PRIVATE LIMITED with ANIL YARNS 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. Morever, Petitioner Companies also undertakes 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 Affidavit dated 11th December, 2008 stating therein that the scheme is not prejudicial to the interest of creditors, shareholders and public. 5. The Official Liquidator has filed report in Company Petition No. 799 of 2008 stating therein that the affairs of the Transferor Company has been conducted in a proper manner and that the Transferor Company may be ordered to be dissolved 6. There is no objection to the Scheme since all the requisite statutory compliances have been fulfilled. The Company Petition No. 799 of 2008 filed by the Transferor Company is made absolute in terms of prayer clauses (a) to (j) and Company Petition No. 800 of 2008 filed by the Transferee Company is made absolute in terms of prayer clauses (a) to (i). 7. The Petitioner Companies to lodge a copy of this order and the Scheme with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable, if any, on the same within 30 days of obtaining the certified copy and/or an authenticated copy of the order. 8. The Petitioners in both the Company Petitions to pay cost of Rs.7500/- each to the Regional Director and to the Official Liquidator by the petitioner in the Company Petition No. 799 of 2008 filed by the Transferor Company. Costs to be paid within four weeks from today. 9. Filing and issuance of the drawn up order is dispensed with. 10. All authorities concerned to act on a copy of this order along with Scheme duly authenticated by the Company Registrar, High Court, Bombay. (A.M.Khanwilkar J.)