Scheme of amalgamation sanctioned after unanimous consent, compliant notice publication, and no prejudice found in company affairs.

The scheme of amalgamation was considered fit for court sanction because the requisite meetings of members and unsecured creditors had been dispensed with on unanimous consent, notice requirements were met by publication as directed, and the Official Liquidator reported, on the auditors' report, that the transferor company's affairs were not conducted in a manner prejudicial to members or public interest. No objection was raised to the petition, and the scheme was sanctioned with the petition made absolute.

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Issues: Whether the scheme of amalgamation deserved sanction by the Court.

Analysis: The requisite meetings of members and unsecured creditors had been dispensed with on the basis of unanimous consent. Notice requirements were complied with through publication as directed. The Official Liquidator reported, on the basis of the auditors' report, that the affairs of the transferor company were not conducted in a manner prejudicial to the interests of its members or the public interest. No objection was raised to the petition.

Conclusion: The scheme of amalgamation was sanctioned and the petition was made absolute.

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