IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 214 OF 2010. In the matter of the Companies Act I of 1956. AND In the matter of Section 391 to 394 read with section 100 to 103 of the Companies Act, 1956. AND In the matter of the Scheme of Arrangement between Payash Securities Private Limited and Jai-Vijay Resources Private Limited and their Respective Shareholders PAYASH SECURITIES PRIVATE LIMITED a Company ) incorporated under the Companies Act, 1956 and ) having its Registered Office at 17/19, Khatau ) Building, 2nd Floor, 44 Bank Street, off Sahid ) Bhagatsingh Road, Mumbai- 400 023 ) ….. APPLICANT Called Summons for Direction CORAM : S. J. KATHAWALLA. J DATE : 1st April,2010. Mr. Hemant Sethi i/b Hemant Sethi & Co, Advocates for the Applicant Company MINUTES OF ORDER Upon the application of the Applicant Company abovenamed by a Summons for Direction AND UPON hearing Mr. Hemant Sethi i/b Hemant Sethi & Co, Advocate for the Applicant Company, AND UPON reading the affidavit dated 29th March, 2010 of Ashwin Jain,Director 2 of the Applicant Company in support of Summons for Direction and the Exhibits referred to therein, IT IS ORDERED: 1. That convening and holding of the meeting of Equity Shareholders of the Applicant Company, for the purpose of considering, and if thought fit, approving, with or without modifications, the Scheme of Arrangement between Payash Securities Private Limited, the Applicant/ Transferor Company with Jai-Vijay Resources Private Limited, the Transferee Company is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibit “C-1 to C-12” to the Affidavit in Support of Summons for Directions. 2. That there are no Secured Creditors in the Applicant Company as mentioned in paragraph 22 of the Affidavit in Support of Summons for Directions. Hence, the question of convening and holding meeting of Secured Creditors does not arise. 3. That convening and holding of the meeting of the Unsecured Creditors of the Applicant Company,for the purpose of considering, and if thought fit, approving, with or without modifications,the Scheme of Arrangement between Payash Securities Private Limited,the Transferor Company with Jai-Vijay Resources Private Limited,the Transferee Company is dispensed with in view of the consent given by the sole Unsecured Creditor of the Applicant Company which is annexed as Exhibit “D” to the Affidavit in Support of Summons for Directions (S. J. KATHAWALLA, J)