: 1 : IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO.95 OF 2009 IN COMPANY PETITION NO.666 OF 2008 Prithvi Prakashan Pvt.Ltd. ....Applicant Company WITH COMPANY APPLICATION NO.96 OF 2009 IN COMPANY PETITION NO.667 OF 2008 Lokmat Newspapers Pvt. Ltd. ....Applicant Company Mr.Hemant Sethi for the Applicant. Mr.C.J. Joy for the Regional Director present. (In Both the Company Applications.) CORAM : S.J. VAZIFDAR, J. DATED : 23RD JANUARY, 2009. P.C. : 1. The application for amendment of the scheme of demerger has been sanctioned by an order of this Court dated 5.9.2008. The consent of all the shareholders in both the applications has been obtained. Necessary resolution of the Board of Directors has also been passed. There is no objection from the Regional Director. Mr.Suhas P. Sawant, Senior Technical Assistant is present in Court. : 2 : 2. There is no reason to refuse the applications. It is not necessary to refer to the scheme as originally sanctioned in detail. Suffice it to state that the scheme envisages inter-alia transfer of publishing division/business of transferor company in the first application to the transferee company who is the applicant in the second company application. The application is necessitated due to the foreign investor contemplated under the original scheme having changed its mind. The proposed investor does not wish to invest in the transferee company. 3. In view thereof, four clauses in the original scheme are sought to be amended namely clauses 1.2, 1.6, 3.3 and 14.2. Through inadvertence clause 1.2 remained to be mentioned in Exhibit "A" i.e. the schedule annexed to the company application. Clause 1.2 pertains to the effect of the "Appointed Date", which would naturally have to be amended in view of the change in circumstances. As it is a consequential amendment, leave to amend the schedule by referring to clause 1.2. Amendments to be carried out forthwith. Clause 1.6 defines "Investors". Clause 3.3 refers to increase in the share capital of the transferee company. This was in contemplation of the investment by the foreign company which is now withdrawn. Clause 14.2 which is also sought to be deleted refers to : 3 : subscription and purchase of the shares by the foreign company. 4. The amendment would not affect any party other than the shareholders. The shareholders have consented to the same. 5. In the circumstances, both the Company Applications are made absolute in terms of prayer (a). The amendments to be carried out within four weeks from today. . All parties to act on an ordinary copy of this order duly authenticated by the Private Secretary/Associate of this Court.