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2016 Supreme(Bom) 373

S.C.DHARMADHIKARI, K.R.SHRIRAM, B.P.COLABAWALLA
Chief Controlling Revenue – Appellant
Versus
Reliance Industries Limited – Respondent


Advocates:
Advocate Appeared:
Mr.A.A.Kumbhakoni, Sr.Advocate and Special Counsel with Mr.A.B.Vagyani, Govt. Pleader with Mr.Shardul Singh.
Mr.V.N.Sagare AGP & Ms.Tintina Hazarika i/by Shri Sunil Y.Kale, Law officer for the petitioner in Civil Reference No.1/2007 and for respondents in WP No.5533 of 2008.
Dr.Milind Sathe, Senior Advocate with Ms.Melane D'souza i/by Junnarkar and Associates for respondents in Civil Reference No.1 of 2007 and for petitioners in WP No.5533 of 2008.

JUDGMENT :

K.R.SHRIRAM, J.

1 The Reliance Industries Limited (respondent no.1) and Reliance Petroleum Limited, Jamnagar Gujarat (respondent no.2) entered into a scheme of amalgamation under Sections 391 & 394 of the Companies Act 1956. The provisions of section 391 r/w 394 of the Companies Act required obtaining of an order from the High Court in whose jurisdiction these companies are registered, sanctioning the Amalgamation Scheme filed by both, the transferor, as also the transferee company. The purpose and the object as to why both, the transferor and the transferee company had to obtain order from the court sanctioning the Scheme of Amalgamation is that, such a scheme of amalgamation must bind the dissenting members, as also, all the creditors of both the companies. As per the Scheme, from the appointed date, the assets/undertakings of the transferor company, viz., respondent no.2 was to, without any further Act, instrument or deed, stand transferred to and vested in or deemed to have been transferred to and vested in the transferee (respondent no.1) company, pursuant to the provisions of Sections 391 to 394 of the Companies Act so as to become the properties and assets of the tr














































































































































































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