1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 664 OF 2010 In the matter of Companies Act 1 of 1956; And In the matter of Section 391 to 394 of the Companies Act, 1956; And In the matter of amalgamation of Zodiac Private Limited with Miraj Marketing Company Private Limited; And In the matter of Miraj Marketing Company Private Limited. Miraj Marketing Company Private ) Limited, a Company Incorporated ) under the Companies Act, 1956 having ) its Registered Office at Apte Properties, ) 10/76 Off. Haines Road, Worli, ) Mumbai – 400 018 ) …. Applicant Company CALLED SUMMONS FOR DIRECTION CORAM: S.J. KATHAWALLA J. DATE : 15TH OCTOBER, 2010 Mr. Aurup Dasgupta i/b M/s. jhangiani, Narula & Associates. Advocates for the Applicant Company. MINUTES OF ORDER Upon the Application of the Applicant Company abovenamed by a Summons for Direction AND UPON hearing Mr. Aurup Dasgupta i/b M/s. Jhangiani, Narula & Associates, 2 Advocates for the Applicant Company AND UPON reading the affidavit dated 27th September, 2010 of Mr. Omkarnath Banerjee, Authorized Signatory of the Applicant Company in support of Summons for Direction and the Exhibits therein referred to, IT IS ORDERED:- 1. That convening and holding the meeting of Equity Shareholders of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation between Zodiac Private Limited, the Transferor Company with Miraj Marketing Company Private Limited, the Applicant/Transferee Company is dispensed in view of the consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits “C-1 to C-6” to the Affidavit in support of the Summons for Direction. 2. There are no Secured or Unsecured creditors of the Applicant Company as mentioned in paragraph 17 of the Affidavit in Support of Summons For Direction. Hence, the question of convening and holding the meeting of Secured and Unsecured Creditors does not arise. (S. J. KATHAWALLA J.)