Allowed

The Godavari Sugar Mills Limited v. ------------------------------------------

Bombay HC20 Mar 2009CP/25/2009

Case brief

AI extract

What is this about?

The High Court of Bombay considered a petition for sanction under the Companies Act, 1956 regarding a scheme of arrangement to transfer business assets from Godavari Sugar Mills Ltd. to Godavari Biorefineries Ltd. The court found the scheme fair and not prejudicial, granted sanctions to both petitions, and directed companies to pay stamp duty and court costs.

What did the court decide?

Company Petition Nos. 25 of 2009 and 26 of 2009 made absolute in terms of their respective prayer clauses.

The Godavari Sugar Mills Limited Vs… — Company and Corporate | Bombay HC (2009)

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 VP H

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IN THE HIGH COURT OF JUDICATURE AT BOMBAY

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ORDINARY ORIGINAL CIVIL JURISDICTION

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COMPANY PETITION No. 25 OF 2009
CONNECTED WITH
COMPANY APPLICATION No. 1519 OF 2008

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The Godavari Sugar Mills Ltd....Petitioner
(Transferor company)

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WITH

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COMPANY PETITION No. 26 OF 2009

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CONNECTED WITH
COMPANY APPLICATION No. 1520 OF 2008

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Godavari Biorefineries Ltd.

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...Petitioner
(Transferee company)

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***

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Mr. Rajesh Shah i/b Rajesh Shah & Co., for the
petitioner.

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Mr. Neeta Masurkar i/b S. K. Mohapatra, the Regional
Director.

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CORAM: S. J. VAZIFDAR, J.

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DATED: MARCH 20, 2009.

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P.C.:

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1.Heard learned counsel for the parties.

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2.The sanction of the Court is sought under
Section 391 to 394 of the Companies Act, 1956 to a
scheme of arrangement between the transferor/demerged
Company and the transferee/ Resulting Company. The
scheme is to transfer and vest the Sugar, Power,
Chemical & Distillary Business of the transferor
Company into the resulting company. The petitioner in

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Company Petition Nos. 25 of 2009 is the transferor
Company and the petitioner in the other Company
Petition is the resulting company.

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3.Counsel appearing on behalf of the petitioner
has stated that they have complied with all statutory
reuirements as per directions of this Court and they
have filed necessary affidavits of compliance in the
Court. Moreover, Petitioner Company also undertakes
to comply with all statutory requirements, if any, as
required under the Companies Act, 1956 and the rules
made thereunder.

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4.The Regional Director has filed an affidavit
stating therein that except what is stated in
paragraph 5(viii) the scheme is not prejudicial to the
interest of creditors and shareholders and public.
The Petitioner undertakes to comply with the
requisitions contained in paragraph 5(viii) of the
said affidavit. The said undertaking is accepted.

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5.Upon perusal of the entire material placed on
records, the Scheme appears to be fair and reasonable
and is not violative any provisions of law and is not
contrary to any public policy. None of the parties
concerned has come forward to oppose the scheme.
Moreover, the Regional Director has stated that the

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scheme as proposed is not prejudicial to the interests
of the share holders, creditors and the public.

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6.There is no objection to the scheme and since
all the requisite statutory compliances have been
fulfilled Company Petition No. 25 of 2009 filed by
the Transferor/demerged Companies is made absolute in
terms of prayer clauses (a) to (k) and Company
Petition No. 26 of 2009 filed by the

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Transferee/Resulting Company is also made absolute in
terms of prayer Clauses (a) and (k).

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7.The petitioner Companies to lodge a copy of
this order and the scheme with the concerned
Superintendent of Stamps for the purpose of
adjudication of stamp duty payable, if any, on the
same within 30 days of obtaining the certified copy
and/or an authenticated copy of the order.

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8.The Petitioners in Company Petition Nos. 25
of 2009 and 26 of 2009 to pay cost of Rs.7,500/- each
to the Regional Director. Costs to be paid within
four weeks from today.

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9.Filing and issuance of drawn up order is
dispensed with.

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10.All authorities concerned to act on a copy of
this order alongwith scheme duly authenticated by the
Company Registrar, High Court, Bombay.

The Godavari Sugar Mills Limited v. ------------------------------------------

Case brief

What is this about?

What did the court decide?

The Godavari Sugar Mills Limited v. ------------------------------------------

Case brief

What is this about?

What did the court decide?

What the court decided

A compact analysis

Issues for consideration

Statutes considered

Parties & counsel

Coram

Case details

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