DOOSAN BABCOCK ENGINEERING AND SERVICES INDIA PRIVATE LIMITED Vs. DOOSAN PROJECTS INDIA PRIVATE LIMITED

JUDGEMENT

(1.) This second motion petition under Sections 391-394 of the Companies Act, 1956 (Act, for short) has been filed by Doosan Babcock Engineering and Services India Private Limited and Doosan Babcock Energy India Private Limited (hereinafter referred to as the transferor company Nos. 1 and 2 respectively) and Doosan Projects India private Limited (hereinafter referred to as the transferee company) in respect of scheme of amalgamation, which has been enclosed as Annexure-A to this petition.

(2.) The registered office of the transferor company Nos. 1 and 2 and the transferee company are located in Delhi. The transferor company Nos. 1 and 2 and the transferee company had earlier filed Company Application (Main) No. 175/2010, which was disposed of vide order dated 28th September, 2010. By this order the Court was pleased to dispense with the meeting of the shareholders and unsecured creditors of the transferor company Nos. 1 and 2 and the transferee company. The transferor company Nos. 1 and 2 and the transferee company do not have any secured creditor. Meeting of the preference shareholders of the transferor company No. 1 was also dispensed with. It is stated in the petition that there has been no material change in the creditors and shareholding pattern of the transferor company Nos. 1 and 2 and the transferee company. The transferor company Nos. 1 and 2 and the transferee company are group companies.

(3.) After filing of the present petition, notices were issued to the Official Liquidator and the Regional Director (Northern Region). Notice of hearing of petition was also advertised in the newspapers 'The Statesman' (English) and 'Jansatta' (Hindi). The Petitioners have placed on record newspaper cuttings of publication of the notices. Affidavit has been filed stating that the Petitioners or their counsel have not received any complaint or objection against the proposed scheme of amalgamation.