NASIM SIKANDAR, J.- Through this application under sections 284 to 288 of the Companies Ordinance, 1984, a prayer has been made for merger of petitioner No. 1' Messrs Reliance Export (Pvt)
Ltd., Registered Office, Trust Plaza,' LMQ Road, Multan Pakistan into petitioner No. 2 Pakarab Fertifizer (Pvt.) Ltd., Khanewal Road Multan, Registered Office at 15-Diyal Singh Mansion, The Mall Lahore, along-with all its assets and liabilities.
2. The petitioner No. 1 Messrs Reliance Export)(Pvt) Ltd. Registered Office, Trust Plaza, L.M.Q., Road, Multan, Pakistan is a Private Limited Company and has an authorized share capital of Rs.
28,000,000 divided into 2,800,000 ordinary shares of Rs. 10 each, out of which 2,791,260 ordinary shares of Rs. 27,912,600 are issued and remaining 8,740 ordinary shares of Rs. 10 each are unissued.
The petitioner No. 2 Messrs Pakarab Fertilizer (Pvt) Ltd;, Khanewal Road, Multan, registered Office at 15 Diyat Singh Mansion, The Mall, Lahore, is also a private limited company and has an authorized share capital of Rs. 1,0, 000,000 divided into 100,000,000 ordinary shares of Rs. 10 each out of which 74,306,100 ordinary shares of Rs. 743,061,0 are issued and remaining 25,693,900 ordinary shares of Rs. 10 each are unissued.
3. The merger of petitioner No. 1 into petitioner No. 2 in terms of the scheme attached with the petitioner as Annexure-G is sought on the ground that the creation of a single unit after merger will save administrative/over heads, will enhance the profitability of the unit, improve the operations, manufacturing and production and will make the credit arrangements even smoothers.
4. On the presentation of the application, general meetings were convened under the supervision of a local commission appointed by this Court. The scheme of proposed merger and various arrangements for its execution were put before them. All those present or represented in the meetings, both creditors as well as Share-holders unanimously approved the amalgamation scheme. Thereafter notice of hearing was issued through newspapers in terms of rule 61 of the Companies (Court) Rules, 1997.
However, no one has come forward to object the proposed scheme and amalgamation.
5. Accordingly the merger proposed through the aforesaid scheme Annexure-G for amalgamation of petitioner No. 1 with petitioner No. 2 is sanctioned with effect from 14-7-2005. Resultantly petitioner No. 1 shall be dissolved and will cease to exist from the aforesaid date.