SINTEX INDUSTRIES LTD Vs. STATE

JUDGEMENT

(1.) PRESENT petition has been taken out under Secs. 391 (1)and (2) of the Companies Act, 1956 (M956 Act' for short) seeking below mentioned relief. "18 (a) That this Hon'ble Court be pleased to sanction the Scheme of arrangement being Annexure-C to the petition and declare the same to be binding on the petitioner-Company and the equity shareholders of the petitioner-Company and all persons concerned under the Scheme;" thus, the petitioner seeks sanction for the Scheme of arrangement ('the scheme' for short) which is at Annexure-C and a declaration that the said Scheme, upon sanction, shall be binding to all concerned persons. MATRIX OF FACTS

(2.) EARLIER, an application being Company Application No. 426 of 2008 was taken out by this petitioner with a prayer for direction to convene the meetings. In the said Company Application No. 426 of 2008, this Court passed an order dated 29-7-2008 directing the petitioner to convene the meetings of equity shareholders in accordance with the direction enumerated in the said order however the meeting of secured creditors, at the request of petitioner, was dispensed with. Subsequently, by an order dated 4-2-2008, the said application was disposed of. The below mentioned observations in the above referred order dated 29-7-2008 in Company Application No. 426 of 2008 are, for the purpose of present proceedings, relevant.

(3.) MR. Thakore, learned Senior Advocate with Mr. Singhi for the petitioner submitted that the meeting of equity shareholders has approved the Scheme with overwhelming majority, rather unanimously, and the Scheme is in overall interest of the Company and at the same time it will not adversely affect anyone's interest, including interests of creditors, in any manner. He further submitted that the scheme does not involve any action which is or would be contrary to any provision of any law and while framing and presenting the Scheme all conditions and requirements have been complied with. He submitted that the Scheme deserves the sanction by this Court.