1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 654 OF 2011. In the matter of the Companies Act 1 of 1956; AND In the matter of Sections 391 to 394 of the Companies Act, 1956; AND In the matter of the Scheme of Arrangement between BEST PLASTEX PRIVATE LIMITED, the Amalgamating Company AND HARIA EXPORTS LIMITED, the Amalgamated /Demerged Company AND HARIA APPARELS LIMITED, the Resulting Company BEST PLASTEX PRIVATE LIMITED, a company incorporated under the Companies Act, 1956 having its Registered Office at 2, Ram Niwas, Pranjpe ‘B’ Scheme, Road No 3, Vile Parle (East), Mumbai- 400057. ) ) ) ) ) …Applicant Company. Called for Summons for Direction Coram: S. C. Dharmadhikari, J Date : 21st October, 2011 Mr. Rajesh Shah i/b M/s. Rajesh Shah & Co., Advocate for the Applicant MINUTES OF THE ORDER UPON the application of the Applicant Company abovenamed by a Summons for Direction AND UPON HEARING Mr. Rajesh Shah instructed by M/s.Rajesh Shah & Co., Advocate for the Applicant Company, AND UPON READING the Affidavit dated 14th October, 2011 of Mr. Rajesh Parmar, Authorised Representative 2 of the Applicant Company, in support of the Summons for Direction and the Exhibits therein referred to, IT IS ORDERED:- 1. That the convening and holding the meeting of the Equity Shareholders of the Applicant Company to consider and approve the proposed Scheme of Arrangement between BEST PLASTEX PRIVATE LIMITED, the Applicant / Amalgamating Company and HARIA EXPORTS LIMITED, the Amalgamated Company and HARIA APPARELS LIMITED, the Resulting Company is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company, which are annexed as Exhibits “C-1” to “C-11” to the Affidavit in support of Summons for Direction. 2. That there are no Secured Creditors of the Applicant Company as stated in paragraph 20 of the Affidavit in support of Summons for Direction. Hence, the question of convening and holding the meeting of Secured Creditors does not arise. 3. That the convening and holding the meeting of the Unsecured Loan Creditors of the Applicant Company to consider and approve the proposed Scheme of Arrangement between BEST PLASTEX PRIVATE LIMITED, the Applicant / Amalgamating Company and HARIA EXPORTS LIMITED, the Amalgamated Company and HARIA APPARELS LIMITED, the Resulting Company is dispensed with in view of the consents given by all the Unsecured Loan Creditors of the Applicant Company, which are annexed as Exhibits “D- 1” to “D-4” to the Affidavit in support of Summons for Direction. 3 4. That the convening and holding of the meeting of the Unsecured Creditors of the Applicant Company to consider and approve the proposed Scheme of Arrangement between BEST PLASTEX PRIVATE LIMITED, the Applicant / Amalgamating Company and HARIA EXPORTS LIMITED, the Amalgamated Company and HARIA APPARELS LIMITED, the Resulting Company, is dispensed with in view of the averments made in paragraph 22 of the Affidavit in support of the Summons for Direction. The Applicant undertakes to give individual notice of date of hearing of Petition by Registered Post A. D. to all its Unsecured Creditors and also to publish the same in Free Press Journal, in English language and Maharashtra Times, in Marathi language, both having circulation in Mumbai. The said undertaking is accepted. (S. C. Dharmadhikari, J)