NEBULA MOTORS LIMITED Vs. STATE

JUDGEMENT

(1.) The petitioner-company seeks sanction of the scheme of amalgamation under Section 394 read with 391 of the Companies Act, 1956 ('the Act' for brevity).

(2.) The facts lie in a narrow compass. The petitioner-company is the transferor company. It was incorporated on 13.4.2000 in the name of Jasper Motors PCD (Hyd) Limited. Subsequently the name was changed to Nebula Motors Limited. The Registered Office of the company is at Hyderabad. The authorised share capital of the petitioner company as on 31.3.2002 was 80 lakhs equity shares of Rs.10/- each. The issued, subscribed and paid up share capital by that date was 77,05,070 equity shares of Rs.10/- each. The petitioner company is a 100% subsidiary of the Concorde Motors Limited- transferee company herein. The object for which it was incorporated is to buy, sell, stock, display, deal in and dispose of all types of motor vehicles and its accessories and also to take dealership and agencies therefor. The audited financial summary of the company as on 31.3.2002 has been annexed to the petition, which shows the financial viability of the company.

(3.) The transferee company was incorporated on 14.7.1997 and later it became a public limited company with effect from 9.3.1998. Its Registered Office is at New Delhi. The companies authorised share capital is 18,90,00,000 equity shares of Rs.10/- each. The issued, subscribed and paid up share capital is 18,90,00,000 equity shares of Rs.10/- each fully paid up. The audited financial summary of the company as on 30.9.2002 has been annexed to the petition showing the financial viability of the company. The main object of the company for which it has been incorporated is to buy, sell, stock, display, deal in and dispose of all types of motor vehicles and also to take dealership and agencies therefor.