IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO. 844 OF 2009 CONNECTED WITH COMPANY APPLICATION NO. 952 OF 2009 WMI CRANES LIMITED. …………Petitioner / Demerged Company AND COMPANY PETITION NO. 845 OF 2009 CONNECTED WITH COMPANY APPLICATION NO. 953 OF 2009 WMI POWER PRIVATE LIMITED. …………Petitioner / Resulting 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 Arrangement between WMI Cranes Limited (the Demerged Company) and WMI Power Private Limited (Resulting Company) and their respective shareholders and creditors Mr. Rajesh Shah i/b Trilegal, Advocates for the Petitioners. Mr. S. C. Pal i/b Mr. S.K. Mohapatra for Regional Director in all Petitions. CORAM: Dr. D. Y. Chandrachud J. DATE: 18th December, 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 Arrangement of WMI Cranes Limited, the Demerged Company and WMI Power Private Limited, the Resulting Company and their respective shareholders and creditors. 3. Counsel appearing on behalf of the Petitioners further states 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 Act, 1956 and the Rules made there under. Undertaking is accepted. 4. The Regional Director has filed an Affidavit stating therein that the Scheme dose 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 have come forward to oppose the Scheme. 2 6. Since all the requisite statutory compliances have been fulfilled, both Company Petitions are made absolute in terms of prayer clauses (a) to (i). 7. The Petitioner Company 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 the order. 8. The Petitioner to pay costs of Rs.7,500/- 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 the Scheme duly authenticated by the Company Registrar, High Court, Bombay. (Dr. D. Y. Chandrachud, J.) 3