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    <description>Territorial jurisdiction under the Companies Act lay with the High Court where the transferee company&#039;s registered office was situated, because after amalgamation the transferor company ceased to exist and effective relief was sought against the transferee. Section 392 of the Companies Act, 1956 was confined to supervising implementation of a sanctioned scheme and could not be used to quash an office memorandum or adjudicate disputed service conditions, as that would amount to rewriting the scheme and deciding matters for a civil, labour or industrial forum. The applications were also affected by delay, laches and acquiescence, since the challenged memorandum had long been acted upon.</description>
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