Sangeet Lodha, J. - (1.) THIS Company Petition under Section 391(2) & 394 of the Companies Act, 1956 (for short "Act") has been filed seeking sanction of proposed Scheme of Arrangement for De -merger of Real Estate Divisions of Suner Marbles & Granites Private Limited into Resultant Company No. 1 -Suryagrah Infra Pvt. Ltd. and Resultant Company No. 2 -Savitri Buildestate Pvt. Ltd. and under Section 100 to 104 of the Act for reduction of capital thereof.
(2.) THE Petitioner Company -Suner Marbles & Granites Pvt. Ltd. was incorporated under the provisions of the Act, as a private limited company vide Certification of Incorporation dated 1.2.1984 issued by the Registrar of Companies, Jaipur, with a capital of Rs. 70,00,000/ - (Rupees Seventy lakhs) divided into 70,000 equity shares of Rs. 100/ - each. Issued, Subscribed and Paid -Up Share Capital of the Company was Rs. 54,68,000/ -divided into 54680 Equity Shares of Rs. 100/ - each. The Petitioner Company having its registered office at Udhyog Vihar Industrial Area, Village Sukher, Udaipur, is engaged in business of mining, cutting, processing, trading and exporting all types of marbles and other natural stones and other related activities.
(3.) AS per Scheme of Arrangement which is proposed to implement family arrangement/understanding, marble and granite processing and trading business activities will be retained in Suner Marbles & Granites Marbles Pvt. Ltd. alongwith the land and Factory Building appurtenant thereto and surplus land will be hived of/demerged into Resultant Company No. 1 and 2 to be used for various business activities.;