IN RE Vs. AMIT SPINNING INDUSTRIES LTD

JUDGEMENT

(1.) By this petition under Section 391 to 394 of the Companies Act, 1956, originally filed before the Honourable High Court of Gujarat, being Company Petition No. 442 of 2016, the petitioner-company is seeking sanction of a Scheme of amalgamation of Dispo Dychem Private Limited (the transferor company) with Amarjyot Chemical Limited (the transferee company) and their respective shareholders and creditors ("Scheme" for short).

(2.) The petitioner herein had filed Company Application No. 409 of 2016 before the Honourable High Court of Gujarat seeking dispensation of meetings of equity shareholders and creditors of the petitioner company for the purpose of considering and, if thought fit, approving with or without modification(s), the proposed Scheme of amalgamation. The Honourable High Court, vide order dated 7th September, 2016, dispensed with the meetings of equity shareholders and secured creditors in view of the consent letters received from them. The Honourable High Court was also pleased to dispense with the meeting of unsecured creditors taking into consideration a certificate of Chartered Accountant to the effect that the rights of unsecured creditors are not affected by the proposed Scheme of Amalgamation.

(3.) The petitioner, thereafter, filed Company Petition No. 442 of 2016 before the Honourable High Court of Gujarat seeking sanction of the Scheme. The Honourable High Court, vide order dated 29th September, 2016, admitted the petition and ordered publication of notice of the petition in Gujarati daily "Jai Hind", and English daily "Indian Express", both Ahmedabad edition. The Honourable High Court also ordered issuance notice to the Central Government through the Regional Director, North Western Region and the Official Liquidator.