JUDGMENT - Dr. D.Y. CHANDRACHUD, J.:---Sanction of this Court is sought in pursuance of the provisions of sections 391 and 394 of the Companies Act, 1956, for a scheme of Amalgamation by which two companies Ion Exchange Speciality Chemicals Limited and Ion Exchange Environmental Services Limited will be merged with a company known as Ion Exchange (India) Limited. The two Transferor Companies are wholly owned subsidiaries of the Transferee company.

2. The Transferee, Ion Exchange (India) Limited, was incorporated on 6th March, 1964 and inter alia, carries on the business of manufacturing water treatment plants, ion exchange resins and chemical additives. Under Clause 3 of the Memorandum of Association, the main objects of the company include manufacturing and dealing in ion exchange resins, organic solvents, wetting agents, textile processing compounds and agents, fibre glass, heavy and other chemicals, petro-chemicals, electro-chemicals and of designing, fabricating, manufacturing and dealing in water treatment machinery.

3. The first Transferor Company, Ion Exchange Speciality Chemicals Ltd. was incorporated on 29th September, 1994 and subsequently became a deemed public company. Th

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