LANCO KALAHASTHI CASTINGS LTD Vs. REGISTRAR OF COMPANIES

JUDGEMENT

(1.) These two Company Petitions have been filed by M/s. Lanco Kalahasthi Castings Limited (Transferor Company) and M/s. Lanco Industries Limited (Transferee Company) under Sections 391 to 394 read with Section 110 of the Companies Act, 1956 (for short 'the Companies Act') seeking approval of the Scheme of Arrangement and reduction of share capital.

(2.) The Transferor Company was incorporated on 4-3-1997 as a Public Company under the provisions of the Companies Act in the name and style of "Kalahasthi Castings Limited. Subsequently, w.e.f. from 2-11-2000, it was changed to the present one. The Transferor Company, as is reflected by its Memorandum of Association, was incorporated with the main objects of carrying on business of iron castings, steel castings, non-ferrous castings, mechanical engineers, electrical engineers etc., to set up steel furnaces, such as electric furnace, induction furnace, LD converters and similar such modern equipments etc. Clause 3(B) 16 enables the Transferor Company to amalgamate with any other company or companies having objects altogether or in parts similar to it.

(3.) The authorized share capital of the Transferor Company is Rs.36,00,00,000/- divided into 3,60,00,000 equity shares of Rs.10/- each. The issued, subscribed and paid up share capital of the Transferor Company is Rs.36,00,00,000/- divided into 3,60,00,000/- equity shares of Rs.10/- each fully paid up. It is stated that the equity shares of the Transferor Company are not listed on the Stock Exchange.