2007 (7) TMI 683

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....ish and Co. For Respondents: V. Ramakanta, Deputy Official Liquidator in C.P. No. 806 of 2006, C.J. Joy and G.C. Mishra, Regional Director JUDGMENT D.B. Bhosale, . 1. The sanction of the court is sought to a scheme of amalgamation under Sections 391 to 394 of the Companies Act, 1956. 2. Mr. Shah, learned Counsel appearing for the petitioner, has stated before the court that in so fa....

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....lgamation was dispensed with. 4. The Regional Director has filed an affidavit and in paragraph 6 thereof raised an objection stating that as per Clause 12.1 of the scheme shares will be issued by the transferee company to the members of the transferor company. But objection of Scheme of emulation was that no valuation report was submitted by the petitioner-company in respect of exchange ratio a....

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....e ratio of exchange had to be determined on a valuation made by a chartered accountant and auditor. In the present case, no shareholder had challenged the amalgamation. In the circumstances, valuation report was not necessary. 5. The official liquidator has stated in his affidavit dated June 12, 2007, that the affairs of the transferor company have been conducted in a proper manner and not prej....