1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO.1500 OF 2008 In the matter of the Companies Act, 1956; And In the matter of Section 391 to 394 of the Companies Act, 1956; And In the matter of the Scheme of Amalgamation of Maharashtra Industrial Exports Pvt. Ltd. and Nagpur Pulverisers & Minerals Pvt. Ltd. with Maharashtra Metal Powders Ltd. Nagpur Pulverisers & Minerals Pvt. Ltd., ) a Company incorporated under the ) Companies Act 1956 (1 of 1956) and ) having its registered office at 116, ) Trinity Building, 227, Dr. C. H. Street, ) Behind Parsi Dairy, Marine Lines (East), ) Mumbai – 400 002. ) ...Applicant Company Called for Summons for Directions Coram: A. M. Khanwilkar J. Date : 24 th October, 2008 Mr. Ramesh Saraogi, for the Applicant MINUTES OF THE ORDER 2 UPON the Application of the Applicant Company abovenamed by a Summons for Directions AND UPON HEARING Mr. Ramesh Saraogi, Advocate for the Applicant Company AND UPON READING the Affidavit dated 20th day of October, 2008 of Mr. Sharad Khandelwal, Authorised Signatory of the Applicant Company in Support of Summons for Directions, 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 modification, the Scheme of Amalgamation of Maharashtra Industrial Exports Pvt. Ltd. (the First Transferor Company) and Nagpur Pulverisers & Minerals Pvt. Ltd. (the Second Transferor Company) with Maharashtra Metal Powders Ltd. (the Transferee Company) is dispensed with as the Applicant Company has obtained the consent letters from all its Equity Shareholders consenting to the Scheme of Amalgamation, which are annexed as Exhibit “C-1” to “C-21” of the Affidavit in Support of the Summons for Directions. 2. That convening and holding the meeting of the Secured Creditors of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification, the 3 Scheme of Amalgamation of Maharashtra Industrial Exports Pvt. Ltd. (the First Transferor Company) and Nagpur Pulverisers & Minerals Pvt. Ltd. (the Second Transferor Company) with Maharashtra Metal Powders Ltd. (the Transferee Company) is dispensed with in view of the averments made in the paragraph No.20 of the Affidavit in Support of Summons for Directions. The Applicant Company undertakes to issue the individual Notice of hearing of the Petition by Registered Post A. D. (R. P. A. D.) to all its Secured Creditors and also to publish the advertisement of Notice of Hearing of the Petition in English language in “Free Press Journal” and in “Maharashtra Times” in Marathi language. The undertaking is accepted. 3. That convening and holding the meeting of the Unsecured Creditors of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification, the Scheme of Amalgamation of Maharashtra Industrial Exports Pvt. Ltd. (the First Transferor Company) and Nagpur Pulverisers & Minerals Pvt. Ltd. (the Second Transferor Company) with Maharashtra Metal Powders Ltd. (the Transferee Company) is dispensed with in view of the averments made in the paragraph No.21 of the Affidavit in Support of Summons for Directions. The Applicant Company undertakes to issue the individual Notice of hearing of the Petition by 4 Registered Post A. D. (R. P. A. D.) to all its Unsecured Creditors and also to publish the advertisement of Notice of Hearing of the Petition in English language in “Free Press Journal” and in “Maharashtra Times” in Marathi language. The undertaking is accepted. Company Judge