S.P. Mahrotra, J. - (1.) THE present Company Petition under Sections 391 and 394 of the Companies Act, 1956 has been filed by Rohit Soaps & Detergents Private Limited, having its Registered Office at 117/H -2/202, Pandu Nagar, Kanpur -208005, Uttar Pradesh (hereinafter also referred to as "the Transferor Company No. 1" or "the Petitioner -Transferor Company No. 1"), Rahul Detergents Private Limited, having its Registered Office at 117/H -202, Pandu Nagar, Kanpur -208005, Uttar Pradesh (hereinafter also referred to as "the Transferor Company No. 2" or "the Petitioner -Transferor Company No. 2"), Singh Detergents Private Limited, having its Registered Office at 117/H -2/202, Pandu Nagar, Kanpur -208005, Uttar Pradesh (hereinafter also referred to as "the Transferor Company No. 3" or "the Petitioner -Transferor Company No. 3"), Kanpur Detergents and Chemicals Private Limited, having its Registered Office at 117/H -2/202, Pandu Nagar, Kanpur -208005, Uttar Pradesh (hereinafter also referred to as "the Transferor Company No. 4" or "the Petitioner -Transferor Company No. 4"), and Shri Mahadeo Soap Industries Private Limited, having its Registered Office at 117/H -2/202, Pandu Nagar, Kanpur -208005, Uttar Pradesh (hereinafter also referred to as "the Transferee Company" or "the Petitioner -Transferee Company"). The said Transferor Company No. 1, the Transferor Company No. 2, the Transferor Company No. 3, and the Transferor Company No. 4 have hereinafter been collectively also referred to as "the Transferor Companies" or the "Petitioners -Transferor Companies". The Transferor Company No. 1, the Transferor Company No. 2, the Transferor Company No. 3, the Transferor Company No. 4 and the Transferee Company have hereinafter been collectively also referred to as "the Petitioners -Companies."
(2.) IT appears that a Scheme of Amalgamation is proposed for the amalgamation of the Transferor Company No. 1, the Transferor Company No. 2, the Transferor Company No. 3 and the Transferor Company No. 4 with the Transferee Company. Copy of the proposed Scheme of Amalgamation has been filed as Annexure -A to the Company Petition, and appears at page 16 of the Paper Book of the Company Petition. It is, interalia, prayed in the Company Petition that the proposed Scheme of Amalgamation be sanctioned by this Court so as to be binding with effect from 1^st day of April, 2003 or from such other date as this Court may fix, on all the Members and Creditors (if any) of the Petitioners -Transferor Companies and the Petitioner -Transferee Company and all concerned with such directions as the Court may deem fit.
(3.) IT is, interalia, stated in the Company Petition that the object of the Company Petition is to obtain sanction of this court to the proposed Scheme of Amalgamation of the Petitioner -Transferor Company No. 1, the Petitioner -Transferor Company No. 2, the Petitioner -Transferor Company No. 3 and the Petitioner -Transferor Company No. 4 with the Petitioner -Transferor Company whereby and whereunder the entire undertaking of the Petitioners - Transferor Companies together with all their properties, rights, claims and liabilities relating thereto are proposed to be transferred to and vested in the Petitioner -Transferee Company on the terms and conditions fully stated in the proposed Scheme of Amalgamation. Copy of the proposed Scheme of Amalgamation, as mentioned above, has been filed as Annexure -A to the Company Petition.;