1. These company petitions are preferred under sections 391 to 394 of the Companies Act, 1956 for sanctioning the scheme of arrangement (demerger) entered into between the Demerged company and the Resulting company with effect from 1st October 2009. The scheme of arrangement (Demerger) is annexed as Annexure A-5 and A-3 in the respective petitions.

2. The petitioner in C.P.No.134 of 2010 is the Demerged company and the petitioner in C.P.No.135 of 2010 is the Resulting company.

3. A perusal of the records show that the petitioners have complied with the prescribed procedure. The certified true copies of the Memorandum of Association and Articles of Association are marked as Annexure A-1 respectively. A certified copy of the annual report containing the latest Balance Sheet as on 31.3.2009 of the Demerged company is enclosed as Annexure "A2" and the audited balance sheet for the period between 01.04.2009 and 30.09.2009, is enclosed as Annexure A3 . The copy of the valuation report of U.Gopinath & Co., Chartered Accountants dated 24.02.2010 is enclosed as Annexure A4 and A2 to the respective petitions. Scheme of Arrangement in both the petitions marked as Annexure A5 and A