1 rng IN THE HIGH COURT OF JUDICATURE AT BOMBAY IN THE HIGH COURT OF JUDICATURE AT BOMBAY IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION ORDINARY ORIGINAL CIVIL JURISDICTION ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO.620 OF 208 COMPANY PETITION NO.620 OF 208 COMPANY PETITION NO.620 OF 208 CONNECTED WITH CONNECTED WITH CONNECTED WITH COMPANY APPLICATION NO.831 OF 2008 COMPANY APPLICATION NO.831 OF 2008 COMPANY APPLICATION NO.831 OF 2008 In the matter of Sections 391 and In the matter of Sections 391 and In the matter of Sections 391 and 394 of the Companies Act, 1956 And In the matter of Scheme of Amalgamation of Varsha Agroplast Private Limited and Amogh Plastopack Private Limited with Swati Profiles Private Limited and their Respective Shareholders Varsha Agroplast Private Limited. ..Petitioner/Ist Transferor Company And COMPANY PETITION NO. 621 OF 2008 COMPANY PETITION NO. 621 OF 2008 COMPANY PETITION NO. 621 OF 2008 CONNECTED WITH CONNECTED WITH CONNECTED WITH COMPANY APPLICATION NO.832 OF 2008 COMPANY APPLICATION NO.832 OF 2008 COMPANY APPLICATION NO.832 OF 2008 Amogh Platopack Private Limited .. Petitioner/Transferee Company And COMPANY PETITION NO.622 OF 2008 COMPANY PETITION NO.622 OF 2008 COMPANY PETITION NO.622 OF 2008 CONNECTED WITH CONNECTED WITH CONNECTED WITH COMPANY APPLICATION NO.833 OF 2008 COMPANY APPLICATION NO.833 OF 2008 COMPANY APPLICATION NO.833 OF 2008 Swati Profiles Private Limited .. Petitioner/Transferee Company Mr.Hemant Sethi i.b.M/s Hemant Sethi & Co for Petitioners Mr.S.Ramakantha, Deputy Official Liquidator in Company Petition No.620 of 2008 and 621 of 2008 Mrs.N.V.Masurkar with Mr.Khosla i.b. Mr.S.K.Mohapatra for Regional Director in all Petitions CORAM : S.J.Vazifdar, J CORAM : S.J.Vazifdar, J CORAM : S.J.Vazifdar, J DATED : 13th February, 2009 DATED : 13th February, 2009 DATED : 13th February, 2009 P.C. 2 1. The sanction of the Court has been sought to a Scheme of Amalgamation ("Scheme") of Varsha Agroplast Private Limited and Amogh Plastopack Private Limited with Swati Profiles Private Limited and their respective shareholders. 2. The Petitioners have complied with all the requirements as per directions of this Court. The Regional Director has filed his affidavit in reply and has stated that the Scheme is not prejudicial to public. The Official Liquidator has filed his report stating that the affairs of the Transferor companies have been conducted in proper manner and that the Transferor companies may be ordered to be wound up. 3. The Scheme appears to be fair and reasonable and 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. 4. There is no objection to the Scheme and since all the requisite statutory compliances have been fulfilled, Company Petitions are made absolute in terms of prayer clause (a). 5. The Transferee company to lodge a copy of this order and the scheme with the concerned Superintendent 3 of Stamps for the purpose of adjudication of stamp duty. payable if any on the same within 30 days of obtaining the authenticated copy of this order. 6. The Petitioners in all the companies to pay a cost of Rs.7500/- each to the Regional Director, Petitioners in Company Petition No.620 of 2008 and 621 of 2008 to pay cost of Rs.7500/- each to the Official Liquidator. Costs to be paid within four weeks from today. Petitioner to comply with statutory compliances applicable if any. 7. Filing and issuance of the drawn up order is dispensed with. 8. All concerned authorities to act on a copy of this order duly authenticated by Company Registrar, High Court, Bombay.