MAHAVIR WEAVES PRIVATE LIMITED Vs. UNION OF INDIA

JUDGEMENT

(1.) All these three petitions are submitted by the petitioners for sanctioning the scheme of Amalgamation (Annexure-C) in all the petitions, by virtue of the provisions contained in Secs. 391, 392 and 394 of the Companies Act, 1956 ('the Act' for short).

(2.) The petitioners of Company Petitions Nos. 24 of 1994 and 25 of 1994 respectively Mahavir Fabrics (Surat) Pvt. Ltd. and Mahavir Marketing (Surat) Pvt. Ltd. are the transferor companies, whereas the petitioner Mahavir Weaves Pvt. Ltd. in Company Petition No. 23 of 1994 is the transferee company. They are respectively referred to as the transferor companies and the transferee company in this judgment. The two transferor companies are sought to be amalgamated with transferee company.

(3.) The main objects of the transferee company and the transferor companies are also set out in the petitions. The main objects of transferor company Mahavir Fabrics (Surat) Pvt. Ltd. inter alia are to carry on business comprising all activities connected with manufacture and, or process of cotton, blended and synthetic yarn and cloth which include spinning, crimping, texturising, twisting, carding, combing, weaving, dyeing, printing and to work as Commission Agent and/or otherwise to have dealing in all kinds of cotton, blended and synthetic yarns, fabrics and textile including garments and hosiery. The main object of the other transferor company, viz., Mahavir Marketing (Surat) Pvt. Ltd. is to carry on the business of purchasing, selling, importing, exporting, marketing, acting as commission agents or otherwise deal in all the kinds and qualities of chemicals, dyes, colours, paints, varnishes, resins, glues, chemical-compounds (organic or inorganic) in all forms, acids, alkalies, petro-chemicals and petrolium products, solvents, plastics, rubber, drugs and medicines and textile auxiliaries. The detailed ancillary objects are set out in the Memorandum of Association annexed in Company Petition No. 25 of 1994. The main objects of the transferee company are inter alia to own, work, erect, instal,maintain, equip, repair, alter, add to or otherwise handle or deal in spinning mills, weaving mills, knitting factories, and other factory for processing, ginning, carding, combing, finishing, threading, twisting, crimping, texturising, bleaching, printing, dyeing or finishing whether rayon, man-made, staple firbre yarn, raw silk, silk yarn, waste silk, cotton flax, jute, hamp, wool, hessian, HDP linens and any other textiles of any description and kind, and to deal in by-products or waste resultant in manufacturing and processing of all types of product and to further process and use as raw materials the by-products and waste products. The detailed ancillary objects are set out in the Memorandum of Association annexed in Company Petition No. 23 of 1994.