1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGIONAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 703 OF 2011 In the matters of the Companies Act, 1956 (1 of 1956) And In the matter of Sections 391 to 394 read with section 100 to 103 of Companies Act, 1956 And In the matter of Scheme of Arrangement between Bhagyajyoti Trading Private Limited, And Brightway Anodisers and Metachemicals Private Limited And Natural Leasing and Financials Private Limited (Transferor Companies) With Lavish Luxuries Private Limited (Transferee Company) And their Respective Shareholders Natural Leasing and Financials Private Limited, } a company incorporated under the provisions of Companies Act, 1956 } having its registered office at C-4, 1st Floor, 172 } Nagdevi Street, Mumbai – 400 075 } .....Applicant Company Called Summons for Direction CORAM: S.C. DHARMADHIKARI, J DATE : 2ND DECEMBER 2011 Mr. . Hemant Sethi i/b Hemant Sethi & Co., Advocates for the Applicant. 1 2 MINUTES OF ORDER UPON the Application of the Applicant Company above named by a Company Summons for Direction AND UPON HEARING Mr. Hemant Sethi instructed by Hemant Sethi & Co., Advocates for the Applicant Company, AND UPON READING the Affidavit dated 17th October 2011 of Mr. Bharat Thakkar, Director of the Applicant Company, in support of Company Summons for Direction and the Exhibits therein referred to, IT IS ORDERED: 1. That the 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 modification(s), the proposed Scheme of Arrangement between Bhagyajyoti Trading Private Limited, Brightway Anodisers and Metachemicals Private Limited, Natural Leasing and Financials Private Limited, the Transferor Companies with Lavish Luxuries Private Limited, the Transferee Company is dispensed with in view of consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits “D1” to “D6” to the Affidavit in support of Company Summons for Direction. 2. There are no Secured Creditors in the Applicant Company, as stated in paragraph fourteen of the Affidavit in support of Company Summons of Direction, hence, the question of convening and holding the meeting of Secured Creditors does not arise. 3. That the convening and holding of the meeting of Unsecured Creditor 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 Bhagyajyoti Trading Private Limited, Brightway Anodisers and Metachemicals Private Limited, Natural Leasing and Financials Private Limited, the Transferor Companies with Lavish Luxuries Private Limited, the Transferee Company is dispensed with in view of consent 2 3 given by all Unsecured Creditor of the Applicant Company which is annexed as Exhibit “F1” to “F5” to the Affidavit in support of Company Summons for Direction. ( S.C. DHARMADHIKARI, J ) 3