SHROFFS ENGINEERING LTD Vs. STATE

JUDGEMENT

(1.) The present petitions are for sanctioning the Scheme of Amalgamation. The petitioner of Company Petition No. 19/07 is the Transferee Company and the petitioner of Company Petition No. 20/07 is the Transferor Company. The Scheme which is proposed to be sanctioned is produced at Annexure-C in both the petitions.

(2.) In Company Petition No. 19/07, pursuant to the order dated 11.12.2006 passed by this Court(Coram:M.R.Shah,J.) in Company Application No. 627/07, the meeting of the equity shareholders was ordered to be convened on 20.01.2007 after issuing public advertisement and the Chairman was ordered to file the report. Pursuant thereto, Mr. Harshad M. Joshi, the Chairman appointed for such purpose has filed the affidavit dated 22.01.2007 together with the copy of the proceedings of the meeting showing that the Scheme of Amalgamation is approved by 100% in number and in value of equity shareholders present at the meeting.

(3.) In the case of the Transferor Company, pursuant to the order dated 11.12.2006 passed by this Court(Coram: M.R.Shah,J.) in Company Application No.628/06, as the consent letters of all equity shareholder, secured creditors, unsecured loan creditors, and unsecured trade creditors were produced, the meeting of all equity shareholders, secured creditors, unsecured loan creditors, unsecured trade creditors were dispensed with.