1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 87 OF 2011 In the matter of the 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 Best Design Properties Private Limited (‘Transferor Company’) With Garware Industries Limited ( ‘Transferee Company’) And Their Respective Shareholders BEST DESIGN PROPERTIES PRIVATE LIMITED, a company incorporated under the provisions of the Companies Act, 1956 and having its registered office at O1 & O2 Eden Hall, Dr. Annie Besant Road, Worli, Mumbai- 400018 ) ) ) ) ) ) ) ) ) ……..Applicant Company Called for Summons for Direction Coram: S. C. Dharmadhikari, J. Date: 11th February, 2011 Mr. Rajesh Shah i/b.Rajesh Shah & Co., Advocate for the Applicant. 2 MINUTES OF ORDER UPON the application of the Applicant Company abovenamed by a Summons for Direction AND UPON HEARING Mr. Rajesh Shah instructed by Rajesh Shah & Co., Advocates for the Applicant Company, AND UPON READING the Affidavit dated 1st February, 2011 of Mr B.D. Doshi, Constituted Power of Attorney Holder of Mr Tushar Parikh, Director 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 the Equity Shareholders of Best Design Properties Private Limited, the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification(s), the proposed Scheme of Amalgamation of Best Design Properties Private Limited with Garware Industries Limited and their respective shareholders, is dispensed with in view of the consents given by both the Equity Shareholders of the Applicant Company, which are annexed as Exhibits “C1” and “C2” to the Affidavit in support of the Summons for Direction. 2. That there are no Secured and Unsecured Creditors in the Applicant Company, as stated in paragraphs 15 and 16 of the Affidavit in support of the Summons for Direction. Hence, the question of convening and holding the meetings of Secured and Unsecured Creditors does not arise. (S. C. Dharmadhikari, J.)