1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 492 OF 2010. In the matter of the Companies Act 1 of 1956); AND In the matter of Section 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Amalgamation of SOFTY TRADERS PRIVATE LIMITED and LIBERAL ESTATES AND INVESTMENTS PRIVATE LIMITED with NATIONAL REALTY PRIVATE LIMITED. SOFTY TRADERS PRIVATE LIMITED, a company incorporated under the Companies Act, 1956 having its registered office at 186/187, 1st Floor, Ashoka Shopping Centre, L. T. Road, Near G. T. Hospital, Crawford Market, Mumbai -400 001. ) ) ) ) ) ) … Applicant Company. Called for Summons for Direction Coram: S. J. Vazifdar, J Date: 23rd July, 2010 Mr. Rajesh Shah i/b M/s. Rajesh Shah & Co., Advocate for the Applicant MINUTES OF THE ORDER UPON the application of the Applicant Company abovenamed by a Summons for Direction AND UPON HEARING Mr. Rajesh Shah instructed by M/s. Rajesh Shah & Co., Advocate for the Applicant Company, AND UPON READING the Affidavit dated 17th day of July, 2010 of Mr. Aijaz Ahmed, Authorised Signatory of the Applicant Company, in 2 support of the Summons for Direction and the exhibit therein referred to, IT IS ORDERED:- 1. That the convening and holding the meeting of the Equity Shareholders of the Applicant Company to consider and approve the proposed Arrangement embodied in the Scheme of Amalgamation of SOFTY TRADERS PRIVATE LIMITED, the Applicant / First Transferor Company and LIBERAL ESTATES AND INVESTMENTS PRIVATE LIMITED, the Second Transferor Company with NATIONAL REALTY PRIVATE LIMITED, the Transferee Company is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company as on date, which are annexed as Exhibits “B-1” and “B-2” to the affidavit in support of the Summons for Direction. 2. That the convening and holding the meeting of the Secured Creditor of the Applicant Company to consider and approve the proposed Arrangement embodied in the Scheme of Amalgamation of SOFTY TRADERS PRIVATE LIMITED, the Applicant / First Transferor Company and LIBERAL ESTATES AND INVESTMENTS PRIVATE LIMITED, the Second Transferor Company with NATIONAL REALTY PRIVATE LIMITED, the Transferee Company is dispensed with in view of the averments made in paragraph 20 of the affidavit in 3 support of the Summons for Directions. The Applicant Company undertakes to give individual notice of date of hearing of Petition by Registered Post A.D to its sole Secured Creditor and also to publish the same in Free Press Journal, in English and Maharashtra Times in Marathi both having circulation in Mumbai. The said undertaking is accepted. 3. That the convening and holding the meeting of the Unsecured Creditor of the Applicant Company to consider and approve the proposed Arrangement embodied in the Scheme of Amalgamation of SOFTY TRADERS PRIVATE LIMITED, the Applicant / First Transferor Company and LIBERAL ESTATES AND INVESTMENTS PRIVATE LIMITED, the Second Transferor Company with NATIONAL REALTY PRIVATE LIMITED, the Transferee Company is dispensed with in view of the averment made in paragraph 21 of the Affidavit in support of the Summons for Direction. The Applicant undertakes to give individual notice of date of hearing of Petition by Registered Post A. D. to all its Unsecured Creditors and also to publish the same in ‘Free Press Journal’ in English and ‘Maharashtra Times’ in Marathi, both having circulation in Mumbai. The said undertaking is accepted. (S. J. Vazifdar, J.)