Patherya, J. - (1.) Petitioner's case This is an application for sanction of a scheme of arrangement by demerger. The formalities have been complied with and meetings of shareholders and creditors have been held. The scheme has been approved at the board meetings and such meetings were chaired by chairpersons appointed by the court. The explanatory statement also placed the documents for inspection of the shareholders. The stock exchange of both BSE and CSE have approved the scheme and issued a no objection. The employees also have raised no objection and therefore in view of Miheer H. Mafatlal v. Mafatlal Industries Ltd. (1996) 87 Comp Cas 792 (SC), Hindustan Lever Employees' Union v. Hindustan Lever Ltd. (1995) 83 Comp Cas 30 (SC) and Maknam Investments Ltd., In re (1996) 87 Comp Cas 689 (Cal), the scheme be sanctioned.
(2.) The scheme has been objected to by a shareholder who has affirmed an affidavit for himself and 99 shareholders. The veracity of the attendance slip has been disputed and the inspection sought though given was not taken. An adjournment was sought of the meeting by the said objector and the same was disallowed and the meeting was held on September 13, 2006. The BSE raised objections to the first scheme and the same was modified by making the relevant changes. The first objection relates to the appointed date for undervaluing the shares. The financial results are declared every six months. The attendance slip was not spacious enough for the notings to be made.
(3.) Two scrutineers are to be appointed, one is to be a shareholder and the other can be anyone. In the instant case a shareholder and the company secretary were appointed as scrutineers.;