IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 24 OF 2011 In the matter of Section 391 and 394 of the Companies Act, 1956 And In the matter of Scheme of Amalgamation between Sangam Laboratories Limited with Camlin Fine Chemicals Limited. SANGAM LABORATORIES LIMITED, a company registered under Companies Act, 1956, having its registered office at Plot No. F/11 & F/12, WICEL, Opp. SEEPZ Main Gate, Central Road, Andheri East, Mumbai – 400 093. In the State of Maharashtra. ] ] ] ] ] ] ] Applicant Company Called Summons for Direction Coram: S. C. Dharmadhikari, J. Dated: 14th January, 2011 Mr. Satyan S. Israni, Advocate for the Applicant MINUTES OF ORDER Upon the Application of the Applicant abovenamed by a Summons for Direction AND UPON HEARING Mr. Satyan S. Israni, Advocate for the Applicant Company, AND UPON READING the Affidavit dated 20th December, 2010 of Mr. Jayant Hari Ranade, Director of the Applicant Company in Support of Summons for Direction, and the Exhibits therein referred to, IT IS ORDERED: 2 1. That the convening and holding of 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 proposed Scheme of Amalgamation of Sangam Laboratories Limited, the Transferor Company with Camlin Fine Chemicals 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 Exhibits ‘I1’ to ‘I7’ to the said Affidavit in support of Summons for Direction. 2. That the convening and holding of the Meeting of the Secured Creditors of the Applicant Company, for the purpose of considering and, if thought fit, approving with or without modifications, the proposed Scheme of Amalgamation of Sangam Laboratories Limited, the Transferor Company with Camlin Fine Chemicals Limited, the Transferee Company, is dispensed with in view of the consent given by the sole Secured Creditor of the Applicant Company which is annexed as Exhibit ‘J2’ to the said Affidavit in support of Summons for Direction. 3. That the 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 proposed Scheme of Amalgamation between Sangam Laboratories Limited, the Transferor Company with Camlin Fine Chemicals Limited, the Transferee Company, is dispensed with in view of the averments made in the paragraph 24 of the Affidavit in support of Summons for Direction. The Applicant undertakes to issue 3 individual notices of date of hearing of the Petition by Registered Post A/D. to all its unsecured creditors. The said undertaking is accepted. 4. That in view of the averments made in paragraph 26 of the Affidavit in support of Summons for Direction, the filing of separate proceedings under Section 391 to 394 of the Companies Act, 1956 by Camlin Fine Chemicals Limited, the Transferee Company, is dispensed with. (S.C. Dharmadhikari, J.)