ALCHEMIST LIMITED Vs. ALCHEMIST FOODS LIMITED

JUDGEMENT

(1.) The petitioner Alchemist Limited (transferor company for short) has filed this second motion under Sections 391, 392 and 394 of the Companies Act, 1956 (Act for short) for demerger of its "food division" and its merger with it's subsidiary Alchemist Foods Limited (Transferee company for short) as per the scheme of arrangement enclosed as Annexure-C to the present petition.

(2.) The transferor company had earlier filed a Company Application (M) No. 184/2009, which was disposed of vide order dated 15th December, 2009 directing, inter alia, that a meeting of the equity shareholders, preference shareholders, secured creditors, unsecured creditors and fixed deposit holders would be held to consider for approval/disapproval of the scheme (Annexure-C) with or without modification. The Court had appointed Chairperson and alternate Chairperson for the said meetings.

(3.) Notices were also published in the newspapers "Statesman" (English) and "Veer Arjun" (Hindi). Vide order dated 15th December, 2009, the Court had fixed the requisite coram for the said meetings.