Allowed

Pharmalab India Pvt. Ltd. v. ---------------------------------------------

Bombay HC7 Aug 2009CP/269/2009

Case brief

AI extract

What is this about?

The High Court (O.S.) sanctioned the Scheme of Amalgamation between two private limited companies under Sections 391-394 of the Companies Act, 1956. The court found the scheme fair and reasonable with no objection from stakeholders, and made the petitions absolute.

What did the court decide?

Company Petition No.268 and No.269 were made absolute; petitioners directed to pay costs of Rs.7,500 to Regional Director and Official Liquidator.

Pharmalab India Pvt. Ltd. Vs… — Company and Corporate | Bombay HC (2009)

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IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION

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COMPANY PETITION NO.268 OF 2009

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CONNECTED WITH

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COMPANY APPLICATION NO.316 OF 2009

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PHARMALAB ENGINEERING (INDIA) PRIVATE LIMITED .

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…………Petitioner / Transferor Company .

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COMPANY PETITION NO.269 OF 2009

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CONNECTED WITH

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COMPANY APPLICATION NO.317 OF 2009

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PHARMALAB INDIA PRIVATE LIMITED

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…………Petitioner / Transferee Company.

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In the matter of the Companies Act 1 of 1956;

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AND

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In the matter of Sections 391 to 394 of the

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Companies Act, 1956; AND

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In the matter of Scheme of Amalgamation of PHARMALAB ENGINEERING (INDIA) PRIVATE LIMITED with PHARMALAB INDIA PRIVATE LIMITED

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

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Mr. M. Chandanamuthu, Dy. Official Liquidator in C.P. No. 268 of 2009.

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Ms. Neeta Masurkar and Mr. P. Khosla i/b Mr. S. K. Mohapatra for Regional Director in both Company Petition.

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CORAM: S. J. Kathawalla, J.

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DATE: 7^th July, 2009

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PC:

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Heard learned counsel for the parties.

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The sanction of the Court is sought under Sections 391 to 394 of the Companies Act, 1956, to the Scheme of Amalgamation of PHARMALAB ENGINEERING (INDIA) PRIVATE LIMITED with PHARMALAB INDIA PRIVATE LIMITED.

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Counsel appearing on behalf of the Petitioners has stated that they have complied with all requirements as per directions of this Court and they have filed necessary affidavits of compliance in the Court. Moreover, Petitioner Companies also undertake to comply with all statutory requirements if any, as required under the Companies Act, 1956 and the Rules made there under.

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The Regional Director has filed an Affidavit stating therein that the Scheme is not prejudicial to the interest of creditors and shareholders and public.

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The Official Liquidator has filed report in Company Petition No.268 of 2009 stating therein that the affairs of the Transferor Company have been conducted in a proper manner and that the Transferor Companies may be ordered to be dissolved, without winding up of the Company.

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

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There is no objection to the Scheme and since all the requisite statutory compliances have been fulfilled, Company Petition No.268 of 2009 filed by the Transferor Companies are made absolute in terms of prayer clauses (a) to (j) and Company Petition No.269 of 2009 filed by the Transferee Company is made absolute in terms of prayer clauses (a) to (i).

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The Petitioner Company to lodge a copy of this order and the Scheme duly authenticated by the Company

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Registrar, High Court (O.S.), Bombay, with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable, if any, on the same within 30 days from the date of the order.

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The Petitioners in all the Company Petitions to pay cost of Rs.7,500/- each to the Regional Director and to the Official Liquidator in the Company Petition No.268 of 2009. Costs to be paid within four weeks from today.

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

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All concerned authorities to act on a copy of this order along with Scheme duly authenticated by the Company Registrar, High Court, Bombay.

Pharmalab India Pvt. Ltd. v. ---------------------------------------------

Case brief

What is this about?

What did the court decide?

Pharmalab India Pvt. Ltd. v. ---------------------------------------------

Case brief

What is this about?

What did the court decide?

What the court decided

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Statutes considered

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