EMPEE DISTILLERIES LIMITED Vs. STATE

JUDGEMENT

(1.) PRAYING for sanctioning a Composite Scheme of Arrangement of M/s. Empee Distilleries Limited, the transferor company, M/s.Empee Sugars and Chemicals Limited, the transferee company and M/s.Appollo Wind Energy Private Limited, the resulting company and their respective shareholders with effect from 1.4.2011 as the appointed date for the amalgamation of the transferor with the transferee company and with effect from 1.4.2012 as the appointed date for the demerger of the sugar undertaking of the transferee company to the resulting company, the transferor has come up with the first petition C.P.No.196 of 2012 and the resulting company has come up with the second petition in C.P.No.197 of 2012.

(2.) I have heard Mr.Arvind P.Datar, learned Senior Counsel appearing for the petitioners, Mr.M.Gopikrishnan, learned Additional Central Government Standing Counsel appearing for the Regional Director, Mr.N.V.Balaji, learned Senior Standing Counsel for the Income Tax Department and Mr.Rahul Balaji, learned counsel appearing for a creditor of the transferee company, objecting to the present scheme and Mr.Arvind Shukla, learned Official Liquidator.

(3.) THERE is another company by name Empee Sugars and Chemicals Limited having its registered office at Naidupet, Nellore District, Andhra Pradesh. This is the transferee company and it has an authorised share capital of Rs.70 crores divided into 7 crores equity shares of Rs.10/ - each and preference share capital of Rs.10 crores divided into 1 crore preference shares of Rs.10/ - each. The issued, subscribed and paid up capital of the said company is Rs.41,97,29,000/ - divided into 4,19,72,900 equity shares of Rs.10/ - each. The said company is engaged in the business of processing sugar production and manufacture of industrial alcohol.