IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 710 OF 2010 In the matter of The Companies Act, 1956 (“said Act”); And In the matter of an application under Sections 391(1) and 393 of the said Act; And In the matter of STAR YA KALAKAAR.COM LIMITED And In the matter of Scheme of Arrangement of: STAR YA KALAKAAR.COM LIMITED, a Company incorporated under the provisions of the Companies Act, 1956, having its registered office at A-405, Corporate Avenue, Sonawala Road, Goregaon (East), Mumbai 400063 within the aforesaid jurisdiction And PADMA LOGISTIC AND KHANIJ PRIVATE LIMITED, a company incorporated under the provisions of the Companies Act, 1956, having its registered office at P-2, New C.I.T. Road, 3rd Floor, Room No.301, Kolkata 700 073 without the aforesaid jurisdiction. 2 STAR YA KALAKAAR.COM LIMITED, a Company incorporated under the provisions of the Companies Act, 1956, having its registered office at A-405, Corporate Avenue, Sonawala Road, Goregaon (East), Mumbai 400063 ) ) ) ) ) ) .. Applicant Called Summons for Direction Coram: S.J. Kathawalla J. Date : 29th October, 2010 Mr Riyaz I. Chagla with Mr H.K. Sudhakara i/b M/s Khaitan & Co., Advocates for Applicant MINUTES OF ORDER UPON the Application of the Applicant abovenamed a Summons for Direction AND UPON HEARING Mr. Riyaz I. Chagla with Mr H.K. Sudhakara, i/b M/s Khaitan & Co., Advocates for the Applicant AND UPON READING the Affidavit dated 19th October, 2010 of Mr Amin Merchant, Authorised Signatory of the Applicant Company in Support of the Summons for Direction and the Exhibits therein referred to, IT IS ORDERED: (1) That 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 Arrangement between Star Ya Kalakaar.Com Limited, Applicant/ 3 Demerged Company And Padma Logistic and Khanij Private Limited, the Resulting 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 H-1 to H-7 to the Affidavit in Support of Company Summons for Direction. (2) There are no Secured and Unsecured Creditors of the Applicant Company as stated in paragraph 13(e) of the Affidavit in Support of Company Summons for Direction. Hence, the question of convening and holding the meetings of Secured and Unsecured Creditors does not arise. (S. J. Kathawalla, J)