IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO.1686 OF 2008 In the matter of Companies Act, 1956 And In the matter of Sections 391 to 394 of the Companies Act, 1956 And In the matter of Scheme of arrangement for Amalgamation of ( 1 ) Dhanasingh Synthetics Pvt. Ltd. ( 2 ) Harnam Syntex Pvt. Ltd. and ( 3 ) One G. M. Fabrics Pvt. Ltd. with G. M. Knitting Industries Pvt. Ltd. One G.M. Fabrics Pvt. Ltd. ) a Company incorporated under the) Companies Act, 1956, having its ) registered office at 91, Kshitij ) Apartment, 99-Hill Road, Bandra ) ( West ) Mumbai- 400 050. ) … Applicant. 1 CALLED FOR SUMMONS FOR DIRECTION Coram : A. M. Khanwilkar, J. Date : 19 th December, 2008. Shri Ananth Iyengar, Advocate for Applicant. MINUTES OF ORDER IT IS ORDERED THAT : 1) The 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(s) the proposed Scheme of Amalgamation of (a) Dhanasingh Synthetics Pvt. Ltd. (b) Harnam Syntex Pvt. Ltd. and (c) One G. M. Fabrics Pvt. Ltd. with G.M. Knitting Industries Pvt. Ltd. is dispensed with in view of the consent given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibit “G-1“ to “G-2“ to the affidavit of S. Gurcharansingh, Director of the Applicant Company dated 8th December, 2008 in support of Summons for Directions. 2) That the question of convening and holding the meeting of the Secured Creditors of the Applicant Company for the purpose of considering and if thought fit, approving with or without modification (s) the proposed Scheme of Amalgamation of (a) Dhanasingh 2 Synthetics Pvt. Ltd. (b) Harnam Syntex Pvt. Ltd. and (c) One G. M. Fabrics Pvt. Ltd. with G.M. Knitting Industries Pvt. Ltd., does not arise as the Applicant Company does not have any Secured Creditor. 3) That the convening and holding the meeting of the Unsecured Creditors of the Applicant Company for the purpose of considering and if thought fit, approving with or without modification(s) the proposed Scheme of Amalgamation of (a) Dhanasingh Synthetics Pvt. Ltd. (b) Harnam Syntex Pvt. Ltd. and (c) One G. M. Fabrics Pvt. Ltd. with G.M. Knitting Industries Pvt. Ltd. is dispensed with in view of the consent given by all Unsecured Creditors of the Applicant Company which are annexed as Exhibit H-1 to H-3 to the affidavit of S. Gurcharansingh, Director of the Applicant Company dated 8th December, 2008 in support of Summons for Directions. However, the Applicant undertakes to issue notice of hearing of the Petition to its all Unsecured Creditors by Registered Post A.D. The undertaking is accepted. 4) That the convening and holding the meeting of the Sundry Creditors of the Applicant Company for the purpose of considering and if thought fit, approving with or without modification(s) the proposed Scheme of Amalgamation of (a) Dhanasingh Synthetics Pvt. Ltd. (b) Harnam Syntex Pvt. Ltd. and (c) One G. M. Fabrics Pvt. Ltd. 3 with G.M. Knitting Industries Pvt. Ltd. is dispensed with in view of the consent given by only Sundry Creditor which is annexed as Exhibit “I” to the affidavit of S. Gurcharansingh, Director of the Applicant Company dated 8th December, 2008 in support of Summons for Directions. However, Applicant undertakes to issue notice of hearing of Petition to all its Sundry Creditors by Registered Post A.D. The undertaking is accepted. COMPANY JUDGE. 4