1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO 554 OF 2010 In the matter of Companies Act, 1956 (1 of 1956) AND In the matter of Sections 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Amalgamation of HYT Machines Private Limited with HYT Engineering Company Private Limited and their respective shareholders HYT Engineering Company Private Limited, } a Company Incorporated under the provisions } of Companies Act, 1956 having its Registered } office at Plot No. Vishrambaug, Society, Senapati Bapat } Road, Pune-411016 } ……Applicant Called for Summons for Direction Coram: S.J. KATHAWALLA J Date : 27TH August 2010 Mr. Hemant Sethi i/b. Hemant Sethi & Co., for Applicant MINUTES OF ORDER UPON the application of the Applicant Company abovenamed by a Company Summons for Direction AND UPON HEARING Mr. Hemant Sethi instructed by Hemant Sethi & Co., Advocates for the Applicant Company, AND UPON READING the Affidavit dated 11th day of August 2010 of Mr. Hrishikesh Darunkar, Authorised Signatory of the Applicant Company, in support of Company Summons for Direction, IT IS ORDERED: 1. That convening and holding the meeting of the Equity Shareholders of HYT Engineering Company Private Limited, the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without 2 modification(s), the arrangement embodied in the proposed Scheme of Amalgamation of HYT Machines Private Limited, the Transferor Company with HYT Engineering Company Private Limited, the Applicant/Transferee Company and their respective shareholders is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company, which are annexed as Exhibits G1 to G6 to the affidavit in support of Company Summons for Direction. 2. That convening and holding the meeting of the Secured and Unsecured Creditors of HYT Engineering Company Private Limited, the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification(s), the arrangement embodied in the proposed Scheme of Amalgamation of HYT Machines Private Limited, the Transferor Company with HYT Engineering Company Private Limited, the Applicant/Transferee Company and their respective shareholders is dispensed with in view of averments made in paragraph nineteen of the affidavit in support of Company Summons for Direction. Applicant Company undertakes to give individual notices to all its Secured and Unsecured Creditors of the date of hearing of petition. The said Undertaking is accepted. (S.J. KATHAWALLA J)