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Vibank Housing Finance Ltd. vs Nil on 13 July, 2005 cites

Mahaamba Investments Ltd. vs Idi Limited on 31 January, 2001

Sri Udaya Holla, Learned Senior Counsel contends that M/s. Vijaya Bank, the Transferee Company being a 100% holding company wherein all the shareholders or the shareholders of its subsidiary the Transferor company having consented to the scheme of amalgamation, the contract between two companies, there is no need for a separate petition to seek the imprimature of this Court to the scheme of amalgamation. Amplifying the said contention, Sri Udaya Holla points out to the report Exhibit 'G' of the Chairman of the meeting of the shareholders of the Transferor company, none other than the members of the transferee company convened to consider the scheme of amalgamation pursuant to the directions of this Court in C.A. No. 764/2004 where all the members who attended the meeting unanimously approved the scheme, and agreed that upon the scheme becoming effective, the share capital of the Transferor company would stand automatically cancelled and no shares in the Transferee company would be allotted to them. Further that in terms of the scheme, the creditors of the Transferor company would not be affected since the Transferee company is a consistent profit making company having an excess of assets over liabilities to the extent of Rs. 1589.19 Crores while the Transferor company has an excess of assets over liabilites to the extent of Rs. 18.72 Crores. Sri Holla relies upon the decision of the Bombay High Court in the case of Mahaamba Investments Ltd. v IDI Limited 2001 Vol. 105 Company cases Pg. 16 while at the same time, seeking to distinguish on facts the decision of this Court in the case of Kirloskar Electric Company Limited 2003 Vol. 113 Company cases Pg.670.
Bombay High Court Cites 1 - Cited by 52 - D Y Chandrachud - Full Document
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