S.S. NIJJAR, J.:---The petitioner under sections 391 and 394 of the Companies act, 1956 has been filed for the sanction of a scheme of compromise/arrangement, hereinafter referred to as "the 1996 agreement." This compromise agreement has been arrived at between the petitioner and its preferential and unsecured creditors whereby the petitioner shall sell on "as is where is" and on "as is what is" basis, its immoveable property comprising of land and building situate at B-2 Laxmi Industrial Estate, Goregaon, Bombay-400 090 (hereinafter referred to as "the Goregaon Property") in such a manner to ensure that the entire sale proceeds are received within one year from the date of agreement of sale and pay firstly to the preferential creditors and secondly to the unsecured creditors of the petitioner, in final satisfaction of all claims, the principal amounts due to them as on 31st March, 1996 as per the audited accounts of the petitioner company.

2.The petitioner is a company incorporated under the Companies Act and has registered office at B-2 Laxmi Industrial Estate, Goregaon (West), Bombay 400 090 (hereinafter referred to as "Bedrock"). Bedrock was incorporated on or about 5th