Monday, October 22, 2007

Companies Act_Practical Problems_4

In the context of provisions of the Companies Act, 1956 and case laws if any, answer the following:
(a) Amalgamation of a foreign company with an Indian company.
(b) Is the scheme of amalgamation requires approval by preference shareholder?
(c) When will Court order dissolution of the transferor company?
(A)In Bombay Gas Company (P) Ltd., vs. Central Government the Bombay High Court held that Section 394(4)(b) provides for amalgamation of a foreign country with the Indian company. The transferee company, however, cannot be a foreign country.
(B) The expression member is not only holders of equity shares but also preference
shareholders who had to be taken into account and value of their shares be included.
(C) The scheme may provide for the dissolution without winding up of any transferor company

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