IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 109 OF 2011 In the matter of the Companies Act, 1956; And In the matter of Sections 391 to 394 of the Companies Act, 1956 And In the matter of Spack Chemicals Private Limited And In the matter of Composite Scheme of Arrangement between Anushakti Chemicals and Drugs Limited (ACDL) And Spack Chemicals Private Limited (SCPL) And Aarti Healthcare Limited (AHL) SPACK CHEMICALS PRIVATE LIMITED a Company incorporated under the Companies Act, 1956 and having its Registered Office at 40 Modi Streetdwarkadas Lane, Shop No 3, Fort, Mumbai- 400 001. ) ) ) ) ) ) ) …………..Applicant Company Called Summons for Direction Coram : S. C. Dharmadhikari Date : 11th February 2011 Mr. Devanshu P. Desai, Advocate for the Applicant MINUTES OF ORDER UPON the application of the Applicant abovenamed by a Summons for Direction AND UPON hearing Mr. Devanshu P. Desai for Applicant Company AND UPON reading the Affidavit dated 15th December, 2010 of Mr. Vijay Damji Nisar,, Director of the Applicant Company in support of Summons for Direction, IT IS ORDERED:- 1. That convening and holding the meeting of the Equity Shareholders of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modifications, the Composite Scheme of Arrangement between Anushkti Chemicals and Drugs Limited and Spack Chemicals Private Limited, the Applicant Company and Aarti Healthcare Limited, is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibit “B” to the Affidavit in support of Summons for Direction. 2. That convening and holding the meeting of the Preference Shareholders of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modifications, the Composite Scheme of Arrangement between Anushkti Chemicals and Drugs Limited and Spack Chemicals Private Limited, the Applicant Company and Aarti Healthcare Limited, is dispensed with in view of the consents given by all the Preference Shareholders of the Applicant Company which are annexed as Exhibit “C” to the Affidavit in support of Summons for Direction. 3. That convening and holding the meeting of Secured Creditors of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modifications, the Composite Scheme of Arrangement between Anushkti Chemicals and Drugs Limited and Spack Chemicals Private Limited, the Applicant Company and Aarti Healthcare Limited, is dispensed with in view of the averment made in Paragraph 22 of the Affidavit of in support of Summons for Direction. The Applicant Company undertakes to serve individual notice of hearing of Petition to all its Secured Creditors by Registered Post A. D. The said undertaking is accepted. 4. That convening and holding the meeting of Unsecured Creditors of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modifications, the Composite Scheme of Arrangement between Anushkti Chemicals and Drugs Limited and Spack Chemicals Private Limited, the Applicant Company and Aarti Healthcare Limited, is dispensed with in view of the consents given by 111 (one hundred and Eleven) out of 149 (one hundred forty nine) Unsecured Creditors, of the Applicant Company which are annexed as Exhibits “F1 to F111” to the Affidavit in support of Summons for Direction. The Applicant Company undertakes to serve individual notice of hearing of Petition to upon those Unsecured Creditors whose consents have not been obtained, or whose consents letters are under office objection by Registered Post. The said undertaking is accepted. (S. C. Dharmadhikari)