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IN THE HIGH COURT OF KARNATAKA, BENGALURU

DATED THIS THE 17^TH DAY OF MARCH 2021

BEFORE

THE HON'BLE MR.JUSTICE S.R.KRISHNA KUMAR

COMPANY APPLICATION No. 185 OF 2016 IN

COMPANY PETITION No.182/2014

BETWEEN:

INDIA AWAKE FOR TRANSPARENCY

A NOT FOR PROFIT COMPANY INCORPORATED

UNDER SECTION 25 OF THE COMPANIES ACT 1956

HAVING ITS REGISTERED OFFICE D - 1,

SRISHTI CRESENDO , NO 24,

DESIKA ROAD, CHENNAI - 600004

TAMILNADU.

REPRESENTED BY ITS AUTHORISED SIGNATORY

MR R SUBRAMANIAN

…APPLICANT

(BY SRI. R.SUBRAMANIAN, ADVOCATE)

AND:

1 .

HASHAM INVESTMENT AND TRADING

COMPANY PRIVATE LIMITED

REGISTERED OFFICE AT NO 134,

DODDAKANNELLI NEXT TO WIPRO CORPORATE OFFICE,

SARJAPUR ROAD, BANGALORE - 560035.

KARNATAKA REPRESENTED BY ITS DIRECTOR

2 .

UNION OF INDIA

REPRESENTED HEREIN BY THE REGIONAL DIRECTOR

DEPARTMENT OF COMPANY AFFAIRS

3RD FLOOR, CORPORATE BHAWAN,

BANDLAGUDA, NAGOLE,

TATTIANNARAM VILLAGE,

HAYAT NAGAR MANDAL RANGA REDDY DISTRICT

HYDERABAD -500068, TELANGANA.

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3 .

OFFICIAL LIQUIDATOR

(ATTACHED TO HIGH COURT OF KARNATAK A)

26/27, 12TH FLOOR, RAHEJA TOWERS

M.G.ROAD, BENGALURU - 560 001.

4 .

MR AZIM PREMJI

S/O LATE MUHAMMED HASHIM PREMJI

AGED ABOUT 70 YEARS

RESIDING AT SURVEY NO 75,133,135/1, 136/1,

DODDAKANNALLI VILLAGE,

SARJAPUR ROAD,

BENGALURU - 560035.

5 .

RESERVE BANK OF INDIA

CENTRAL OFFICE

FORT ,MUMBAI - 400001.

REPRESENTED BY ITS GOVERNOR

6 .

REGISTRAR OF COMAPNIES

E WING 2ND FLOOR,

KENDRIYA SADANA KORAMANGALA

BENGALURU - 560034.

7 .

M/S RAMRAJ & CO

CHARTERED ACCOUNTANTS

# 65 4TH FLOOR, 29TH A CROSS,

GEETHA COLONY 4TH BLOCK

JAYANAGAR , BENGALURU - 560011

8 .

MR P V SRINIVASAN

DIRECTOR HASHAM INVESTMENTS

AND TRADING COMPANY PRIVATE LIMITED

S/O P VASUDEVAN

AGED ABOUT 56 YEARS

DIRECTOR,HASHAM INVESTMENT AND TRADING

COMPANY PRIVATE LIMITED, RESIDING AT NO 524,

16TH CROSS, INDIRANAGAR 2ND STAGE

BENGALURU - 560038

9 .

MRS YASMEEN AZIM PREMJI

DIRECTOR HASHAM INVESTMENTS AND TRADING

COMPANY PRIVATE LIMITED

W/O MR AZIM PREMJI, AGED 68 YEARS

RESIDING AT SURVEY NO 75,133,135/1, 136/1,

DODDAKANNALLI VILLAGE,

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SARJAPUR ROAD,

BENGALURU - 560 035.

…RESPONDENTS

(BY SRI. S. GANESH, SR. COUNSEL AND

SRI. M. DHYAN CHINNAPPA, SR.COUNSEL FOR

SRI. SAJI.P. JOHN, ADVOCATE FOR

M/S. SPJ LEGAL, FOR R-1, R-4, R-8, & R-9

SMT. R.V.S.NAIK, SR.COUNSEL FOR

MISS. RASHMI SUBRAMANYA,, ADVOCATE FOR R-5)

THIS C.A.IS FILED UNDER SECTIONS 391 TO 394 OF THE

COMPANIES ACT, 1956, PRAYING TO THAT THE SCHEME OF

AMALGAMATION, ANNEXURE-A HERETO, SANCTIONED BY THIS

HON'BLE COURT SO AS TO BE BINDING ON THE TRANSFER

COMPANIES AND ITS SHAREHOLDERS AND CREDITORS, AND

ALSO ON THE PETITIONER COMPANY AND ITS SHAREHODLERS

AND CREDITORS AND ETC.

THIS C.A. IS BEING HEARD AND RESERVED ON 16.12.2020,

COMING ON FOR PRONOUNCEMENT OF ORDERS THIS DAY, THE

COURT MADE THE FOLLOWING:-

ORDER

In this application filed under Rules 6 and 9 of the

Company (Court) Rules, 1959 (for short 'the Rules'), the

applicant seeks recalling of the impugned order dated

26.03.2015 passed by this Court allowing the aforesaid

petitions in Co.P.No.182/2015 & connected matters, thereby

sanctioning the scheme of Amalgamation sought for in the

petitions.

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2. The application is opposed by the respondents who

have filed their statement of objections.

3. I have heard Sri.R.Subramanian, learned counsel for

the applicant. I have also heard Sri.S.Ganesh, Senior counsel

and Sri.M.Dhyan Chinnappa, learned Senior counsel for

Sri.Saji P.John, learned counsel for SPJ Legal for respondents

1, 4, 8 and 9 as well as Sri.R.V.S.Naik, learned Senior counsel

for Ms.Rashmi Subramanya, learned counsel for respondent

No.5 and Smt.Prema Hatti, learned counsel for respondents 2

and 6 and perused the material on record.

4.

At

the

outset,

learned

Senior

Counsel

for

respondents 1, 4, 8 and 9