2005 (9) TMI 321

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....t, 1956, seeking for an order of the Scheme of Amalgamation between M/s. Santhanalakshmi Investments Private Limited, the Transferor Company and M/s. E.I.D. Parry (India) Limited, the Transferee Company and the respective shareholders as found in Annexure 'E' with effect from 1-5-2005, as determined in terms of the Scheme so as to bind all the shareholders and creditors of the petitioner-company a....

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....out the Scheme are not known. 4. One other point raised is that the Transferee company does not have any enabling provisions in its Memorandum and Articles of Association to carry on the business of the Transferor Company upon the Scheme becoming effective. It is then pointed out that such a situation may require an amendment of the Object Clause in the Memorandum and Articles of Association of....

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....lication Diary No. 15193 of 2005 and it was held that since the Transferor Company is a wholly owned subsidiary of the Transferee Company, a single application at the instance of the Transferor Company would be sufficient and that thereafter, Company Application No. 960 of 2005 was entertained and the same came to be ordered on 21-7-2005. 7. That apart, reliance was also placed upon a learned S....

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....coming effective, I find from the Memorandum and Articles of Association of the Transferee Company that there is a specific provision in Clause III(B)(10) providing for investment of any monies of the Company in such investments as may be thought proper and to hold, sell or otherwise deal with such investment. 10. Further, a perusal of the Annual Report of the Transferee Company for the year 20....