1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO 308 OF 2008 CONNECTED WITH COMPANY APPLICATION NO 415 OF 2008 In the matter of Sections 391 & 394 of the Companies Act, 1956; And In the matter of Scheme of Amalgamation of Yuvraj Properties and Securities Private Limited with Babubhai Purushottamdas Stock Brokers Private Limited and their respective shareholders Yuvraj Properties and Securities Private Limited…Petitioner WITH COMPANY PETITION NO309 OF 2008 CONNECTED WITH COMPANY APPLICATION NO 416 OF 2008 Babubhai Purushottamdas Stock Brokers Private Limited…Petitioner Hemant Sethi i/by Hemant Sethi & Co. for Petitioners Mr. Mr. S. Ramakantha Dy. OL in C.P No. 308 of 2008 Mr.N.D.Sharma with S.K Mohapatra for the Regional Director in both the Petitions. CORAM: S.C DHARMADHIKARI .J DATE:6th JUNE 2008 P.C 1 Heard learned counsel for parties. 1. The sanction of the Court is sought under Section 391 to 394 of the Companies Act, 1956 to a Scheme of Amalgamation of Yuvraj Properties and Securities Private Limited with Babubhai Purushottamdas Stock Brokers Private Limited and their respective shareholders 2. Counsel appearing on behalf of the Petitioners have stated that they have complied with all the requirements as per directions of this Hon’ble Court and they have filed necessary affidavits of compliance in the Court. 3. The Regional Director has filed affidavit and has contended that the transferee should take necessary permission of RBI and that the scheme is not other wise prejudicial to the interest of creditors and shareholders and public. Mr.Sethi makes statement that permission to the extent required will be obtained. Statement Accepted. 4. The Official Liquidator has filed report in Company Petition Nos. 309 of 2008 stating that the affairs of Transferor Company has been conducted in a proper manner and that the transferor companies may be ordered to be wound up. 5. Upon perusal of the entire 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 any public policy. None of the parties concerned have come forward to oppose the Scheme. 6. There is no objection to the Scheme and since all the requisite statutory compliances have been fulfilled, Company Petition Nos. 308 & 309 of 2008 of 2008 are made absolute in terms of prayer clause (a). 7. The Transferee Company to lodge copy of this order and the Scheme with the concerned Superintendent of Stamps for the purpose adjudication of stamp duty, payable, if any, on the same within 30 days of obtaining the authenticated and/or certified copy of this Order. 8. The Petitioners in both the Companies to pay cost of Rs. 5000/- each to the Regional Director. Petitioner in Company Petition Nos. 308 of 1 2008 to pay cost of Rs. 5000/- each to the Official Liquidator, High Court, Bombay. Cost to be paid within 4 weeks from today. Petitioner to comply with statutory compliances, applicable, if any. 9. Filing and issuance of the drawn up order is dispensed with. All concerned authorities to act on a copy of this order duly authenticated by Company Registrar, High Court, Bombay. (S.C Dharmadhikari . J)