1. This is a petition filed by the Transferor company as abovenamed in the proposed Composite Scheme of Arrangement in nature of Amalgamation of Integra India Group Company Limited with Integra Engineering India Limited and Reorganisation of Share Capital of Integra Engineering India Limited. Heard Mrs. Swati Soparkar, the advocate for the petitioner Transferor Company.
2. It has been submitted that vide order dated 11th November 2011, passed in Company Application No. 518 of 2011 (Copy at Annex. 'D'), separate meetings of the Equity Shareholders and Unsecured Creditors of the company were directed to be convened for the purpose of considering and if thought fit, approving with or without modifications, the proposed Scheme of Arrangement. Pursuant to the directions issued by the Hon'ble court the meetings were duly convened and held on the 22nd December 2011. The proposed scheme of arrangement was duly approved unanimously by the Equity Shareholders and Unsecured Creditors of the Company, present and voting at the respective meetings. Hence, the present petition is moved for obtaining the sanction of this court.
3. Admit.
4. To be heard on Friday, the 2nd day of March 2012.
5. Notice of Hearing of Petition, to be advertised in 'Indian Express', English daily, and 'Divya Bhaskar, Gujarati daily, Ahmedabad and Vadodara Editions. Publication in government gazette is dispensed with.
6. Notice to the Official Liquidator. He is directed to file his report before the aforesaid date of final hearing of the petition. For the purpose, he is permitted to appoint a Chartered Accountant out of the panel maintained by him to look into the books of the Petitioner Company and submit the report to the Official Liquidator, the cost for which shall be borne by the petitioner company.
7. Notice to the Central Govt. through the Regional Director, North- Western Region, Ministry of Corporate Affairs.
(K.M.THAKER, J.) jani Top