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G.A. ENTERPRISES (PRIVATE) LIMITED vs State Ss — 2023 CLD 417 KARACHI-HIGH-COURT-SINDH

Case information

Citation
2023 CLD 417 KARACHI-HIGH-COURT-SINDH
Court
Sindh High Court
Year
2023
Reporter
CLD
Parties
G.A. ENTERPRISES (PRIVATE) LIMITED vs State Ss

Fields are extracted from the reported citation and judgment text. Where a detail is not stated in the record, it is not shown.

Judgment text as reported

G.A. ENTERPRISES (PRIVATE) LIMITED VS State Ss. 279, 280, 281, 282 & 283---Scheme of arrangement---Scope---Petitioner companies sought approval to transfer the entire undertaking of two companies to third company---Validity---Under the Scheme of Arrangement, the entire undertaking and business of the two companies, including their assets, rights, properties, benefits, powers, privileges, contracts, liabilities, encumbrances, obligations, and dues, would be transferred, vested, and assumed by the third company---Additionally, the Scheme of Arrangement would result in the cancellation of the share capital of the transferor companies, causing them to cease to exist or be dissolved without winding up---Scheme of Arrangement had taken care of the members, creditors, employees, and shareholders of the transferor companies, ensuring the security of their rights and interests---If the business of the transferor companies were to continue, the merged entity would need to amend its memorandum and articles of association to accommodate such activities---Petitioner Companies had fulfilled all the necessary legal formalities, including holding separate meetings of shareholders and board of directors, and publishing and issuing notices to the SECP---As the High Court could not challenge the judgment of the petitioners in approving the Scheme of Arrangement, therefore, the petition was allowed.

Other judgments reported in 2023 CLD

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