IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY PETITION NO.110 OF 2005 CONNECTED WITH COMPANY APPLICATION NO.10 OF 2005 In the matter of the Companies Act,1 of 1956 And In the matter of Sections 391 and 394 of the Companies Act, 1956 And In the matter of Scheme of Amalgamation of Vision Hotels & Resorts Ltd with Hotel Leelaventure Ltd. Vision Hotels & Resorts Ltd. .. Petitioner Mr.Balkrishnan i/b Crawford Bailey & Co. for the petitioner Mr.C.J.Joy with Mr.R.C.Master & Mr.M.M.Goswami i/b Dr.T.C.Kaushik for Regional Director, Dept. of Company Affairs, Maharashtra, Mumbai CORAM : S.U.KAMDAR, J CORAM : S.U.KAMDAR, J CORAM : S.U.KAMDAR, J DATED : 15TH APRIL 2005 DATED : 15TH APRIL 2005 DATED : 15TH APRIL 2005 P.C.: . The present petition is to obtain sanction to an arrangement embodied in the Scheme of Amalgamation of Vision Hotels & Resorts Ltd with Hotel Leelaventure Ltd. under section 391 and 394 of the Companies Act. The Regional Director has filed an affidavit dated 13.4.05 bringing to my notice that the Registrar of Companies have initiated prosecution against the Transferee company for non compliance of the provision of Companies Act, 1956 subject to the clarification that such proceeding will continue as against Transferee Company. Petition is granted. Official Liquidator has also filed report on 13.4.05. They have no objection. Petition is accordingly made absolute in terms of prayer clause (a) to (g) subject to aforesaid clarification.