1992 (9) TMI 271

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....ssrs. Resourceful Investments Private Limited and Messrs. Invaluable Investments Private Limited have been already amalgamated with Messrs. Sir Mathuradas Vissanji Foundation as transferee company by virtue of the order dated June 11, 1992, by a learned single judge at Bombay, in Company Petition No. 708 of 1991, connected with Company Application No. 347 of 1991. The fifth company, namely, Messrs. Walvis Flour Mills Company Private Limited, could not join in that petition at Bombay because that company has its registered office situated within the State of Goa and, therefore, this petition is limited to Messrs. Walvis Flour Mills Company Private Limited. This aspect of the matter is also reflected in the judgment delivered by the learne....

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....f this very scheme for amalgamation and, that being so, the question of denying any sanction in the present case cannot arise. According to him, the only reason for instituting the present petition was that Messrs. Walvis Flour Mills Company Private Limited had its registered office within the State of Goa. He relies upon the judgment of the company court dated June 11, 1992, and says that in any event this court being a co-ordinate court is bound to follow the judgment more particularly because similar objections raised by the Regional Director were overruled. Shri Khandeparkar, learned counsel opposing this petition, mentions that as it is the Department is contemplating to prefer an appeal against the order dated June 11, 1992, sancti....

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....ompany case at Bombay has not considered whether the amalgamation would lead to unfair unity it is necessary for this court to consider this aspect of the matter and, in the fitness of things, reject the sanction. The learned single judge, while disposing of the case relating to the scheme for amalgamation of four companies earlier referred to, held that objections raised by the Regional Director, Bombay, are misconceived and unfounded and that too by assigning reasons and after having looked into a few authorities as mentioned therein, reached the conclusion that the objections raised cannot be sustained. The question as to there being no provision for amalgamation in the objects clause of the memorandum of association was also consider....