- (1.) This is a petition under Sections 391 to 394 of the Companies Act, 1956, duly supported by the affidavits of the petitioner Transferor and Transferee Companies, seeking sanctioning of the Scheme of Amalgamation. The main objects of Petitioner No. 1 i.e. Transferor Company No. 13 and Petitioner No. 2 i.e. Transferee Company have been set out in the Memorandum and Articles of Association, which are on record as Annexures P-3 and P-6 respectively.
(2.) The Transferor Company (Petitioner No. 1) and the Transferee Company (Petitioner No. 2) are having their respective registered offices within the State of Haryana, for which this Court would be bestowed with a jurisdiction to deal with the issues in hand.
(3.) The registered offices of the Transferor Companies No. 1 to 12 (non-petitioners) are situated in Delhi, for which a separate and a similar second motion petition is pending before the High Court of Delhi. Vide orders dated 23.10.2013, this Court, in C. P. No. 154 of 2013 had permitted Petitioner No. 2 to convene the meeting of unsecured creditors on 21.12.2013. The meeting of shareholders of Petitioner Nos.1 and 2 and unsecured creditors of Petitioner No. 1 was dispensed with. Equally, the requirement of holding a meeting of the secured creditors of Petitioner No. 2 was also dispensed with.;