IN RE Vs. SEZ INDORE LTD AND ORS

JUDGEMENT

(1.) By way of this petition under Sections 391 to 394 of the Companies Act, 1956 (Sections 230-232 of the Companies Act, 2013) , the petitioner companies are seeking sanction of a proposed Scheme of Arrangement ("Scheme" in short) in the nature of amalgamation of SEZ Indore Ltd. and Crystal IT Park Indore Ltd. (Transferor Companies) with M.P. Audyogik Kendra Vikas Nigam (Indore) Ltd. (Transferee Company) . The Transferor companies are the subsidiary companies of the Transferee company, which is a wholly owned Government of Madhya Pradesh Company engaged in industrial area development in the region.

(2.) The petitioner companies herein have filed an application in the jurisdictional Hont>le High Court of Madhya Pradesh, Bench at Indore, being Company Petition No. 8 of 2016, seeking dispensation of the meetings of shareholders secured and unsecured creditors of both the Transferor and Transferee Companies. The Hon*ble High Court, vide order dated 16th August, 2016, dispensed with the convening and holding of the meetings of the shareholders, secured and unsecured creditors of both the Transferor and Transferee Companies and also dispensed with the publication of notices in newspapers and Madhya Pradesh Gazette for convening of the said meetings.

(3.) The petitioners, thereafter, filed Company Petition No. 38 of 2016 in the jurisdictional HonTDle High Court of Madhya Pradesh, Bench at Indore, seeking sanction of the Scheme. The HonTDle High Court, by its order dated 04th October, 2016 directed to issue notice of the petition to the Registrar of the Companies, Madhya Pradesh, Gwalior, Regional Director, Western Region, Ahmedabad and to the Official Liquidator, Madhya Pradesh and also directed the publication of notice of hearing of the petitions in accordance with the Rules in the official gazette of the State and two daily newspapers having circulation in Indore.